Spidey and Deadpool's Excellent Adventure: Remnant
by theallaroundnerd
Summary: So, Spidey and I got sent to some universe that I know about, but no him. How will things turn out? Who knows, but one thing is certain, Imma get Parker laid! #BestWingmanEver
1. Excellent! *Guitar Noises*

**Disclaimer the rights of the afore mentioned series' belong to their respective owners, this is only for fun.**

"Talking"

Narrator

 _Inner thoughts_

 _ **Wades Inner thoughts**_

 **Welcome to Vale: From DP**

The night was dark over the city of Vale with its beautiful moon shining just enough to see. Suddenly there was a loud crash and a flash of light blinding whoever would be around for a couple of seconds. No one was around ,however, as a young 17 year old boy, sporting red and blue spandex with a spider insignia on his chest, woke up in said forest.

" Ugh! My head what the hell happened?" he asked talking to himself aloud. He continued, "Wait I remember now, this is all Wades fault! He showed up, then he did... something... and then a flash of light surrounded us and the Six. Now we're here, wherever here is." he looked at all of his surroundings seeing if he recognized anything, but with no luck he sighed, "Well Toto, guess I'm not in Kansas anymore" he joked, "maybe I can find a city of some kind?"

Suddenly he heard a rustling in the bushes. "Hello?" he asked, "I'm lost can you help?" however it was not a person the hero heard a growl then a large shadowy figure began to approach him. Once the creature walked into the light Spidey noticed every detail. It had glowing red eyes, stood at about seven feet tall, and had a weird bone like armor over it's body. _That's weird._ Spidey thought, _looks like a wolf,_ "Oh hey!" he started, "You wouldn't happen to know where a city is at would you?" the creature growled more, _Yeah that figures_ Spider-Man didn't expect a response, but he was just using a coping mechanism of his that he uses for stressful or scary situations. Spidey was going to say something else when the creature suddenly attacked, "Woah! Why you attacking me? It's the red suit isn't it. Damn it I am not Red Riding Hood!" his ears suddenly started ringing after a loud shot was heard ringing throughout the forest. He looked around to find a familiar figure standing with his gun out.

"Blade may have Vampires and other monsters, but who's going to take care of the overpopulation of wolves?" he joked.

"That was overely drawn out for a dumb joke, plus I think PETA is gonna be PISSED." the teen joked back

"Oh shit Spidey! Howd you get here?"

"Same as you probably Wade you dumba-"

"Language, this is a rated teen story." Wade interrupted him. (should we tell him who we are? Seems important to the plot.)

"Your right. Hello, I'm Deadpool, the merc with the mouth."

"I know who you are Wade," Spidey mentioned, "I'm pretty sure you're obsessed with trying to be my best friend."

Deadpool shushed Spider-Man, "Not you, the readers." Deadpool looks up to the sky pointing as he says this while Spider-Man just looks at him with a quizicle look, but something dawned on him.

"Oh, you're talking to yourself again Huh? It's okay I do that too just not in a schitzophrenic way like you." Deadpool ignored the last part he didn't like being called a schitzophrenic it was demeaning. (It's okay he just doesn't understand me, you, us? We know what we mean.) he spaced out talking to his brain when suddenly he got snapped back to reality.

"WADE! Do you know where we are!?" Spidey yelled.

"Dude, Parker, don't you watch online shows about kawaii girls. I mean your like 17 right? Don't you watch anime or hentai?"

"What! No! I haven't seen an anime since the Buu Saga." that's a lie, in fact he just binge watched Kill La Kill just last night. He has some fun nights.

"Okay bud it was just a question. Just look at the sky, what do you see?" Wade pointed to the sky and it's one distinguishable feature.

Spider-Man looked to the moon that was in pieces, "Oh my God! That moon is in pieces, what, did Piccolo break it so the Saiyan couldn't transform?"

"That's funny," Wade laughed, "haven't you seen Rooster Teeth's RWBY?" his eyes sparkled at the thought of the show then cried when he thought of volume 3.

"Uhhhh no, I haven't, I noticed it was there but I never got around to it. What, Is it a sad story or something?" now Spidey was worried for Wade because he was in fetal position crying, "Right, let's find a city and I'll call someone to-"

"You can't call anyone, we're in a different universe all together." Deadpool interrupted. There was a brief pause of thought before a light went off in Deadpool's head, then he turned off the light, "Okay, better plan. You go to town, find a library and learn what you can of this place, then you go and make a name for yourself by saving people and stuff.

"I, will go to this one club beattheeverlivingcrapouttaeveryoneandbecomeagunforhire!"

Spider-Man had to process what Deadpool said, but even he is having a hard time catching up, "Wait gun for hire?!" he yelled out to him but Deadpool already teleported away leaving Spidey to find his own way to the town he had no knowledge of. "Well... Shit..."


	2. Chapter 2 Electric Boogaloo

**A/N: Holy Macaroni Batman! People actually like this FanFic? Well ask and you shall receive... unless you're me and you just have bad luck. But enough about how I can't get a GF on with the story!**

 **Chapter Two Electric Boogaloo**

Spider-Man's first priority was to go to whatever library was here and find out all he can about this strange place. _Strange_ he thought _Ugh that's not even the half of it._ First he tries to stop the Sinister Six _and Wade... kinda_ he remembered. "Goddammit Wade!" he yelled that part pretty loud, so much so that birds left whatever branch they were on.

Truth be told, even though he wouldn't admit it, Peter actually liked Wade, a little bit, he thought he was funny, "And rude," he added, "and dumb, but he is trying to be a super hero now, and he did come to me for advice, but he didn't have to take the job with the six." he said not necessarily speaking to anyone. He sighed sure Wade was okay, but he was still a loose trigger both literally and metaphorically.

He just about lost his train of thought when he looked at the sign that said "Vale Public Library"

"Holy Shit!" he yelled out "they speak and write English!" he proceeded to get on his knees bowing singing 'Hallua' and praising how he wasn't worthy. Now this would look weird a man in red and blue spandex bowing, but that wasn't quite the case because he had his unstable molecule suit on when he was with Future Foundation, so it turned into a normal clothes or at least he thought it was normal judging by what everyone else he saw was wearing it may have looked weird. _Nah, I saw people wearing sweatshirts and hoodies back there. I just hope Ben doesn't mind me stealing his look, minus the Spider, that would be weird_. He thought about his clone and how they became... close almost like step-brothers. "But not the end of the movie more towards the beginning, yeah we get on each others nerves at times but we will end up bonding over something like shark week... and that actually happened once." he laughed at that last part but he knew he would be the only one laughing. _Unless Wade was here, but then again he'd probably end up bothering me too._ Deadpool had a tendency of doing that. **_We really do._**

He walked into the library surprised at what he saw, though he didn't show it, he saw at the front desk a slender woman with short brown hair and _Fox ears_? he thought, _guess that's a fad in every universe._ She looked up at him, "How can I help you?" she asked.

Peter had to look down to stop staring "Your history section please." she pointed in a direction that led to the left back corner of the room. Peter said his thanks and went on his way.

Picking up a book he read the title aloud, "Remnant: a history of us" he read. He was impressed of what happened on 'Remnant' as this planet is called noting about it's "Great War" and how they got rid of the creatures called Grimm. Although they are in the forest they are no immediate danger to the city because of the Huntsman and Huntresses. _Oh so that must be what I ran into in the forest,_ he skimmed through the different forms of Grimm and spotted the one he ran into called a 'Beowulf'.

What really caught his eye was the section about the mineral called 'Dust'. _It's like steal with all its uses,_ he inquired. He then went on to read about Faunus, _Ohh, so it's not a dad, but their heritage. boy do I feel dumb._ His reading was cut short in the middle of the 'Faunus rights movement', that talked about how these Humanimals were oppressed by the humansvand were treated unfairly, when he was tapped on the shoulder by the librarian "We're closing," she said, "You should get going."

"Oh my God how time flies I'll be on my way." the librarian smiled at him and he was on his way.

He wasn't sure what to do so Peter got into his Spider-Man persona and went swinging around town. He was having the time of his life just him, the wind, and his thoughts. Until suddenly he heard a scream, and he shot a quick web line in the direction it came from. Stopping on a building he saw three men standing over two Faunus, a boy and girl. "Man what a waste of life you all are, you should be in a kennel or dead so you don't take up space," the obvious leader of the group said this to the Faunus female who layed there on the ground crying from fear. "I think I prefer the latter." the man said with a smug smirk. He went to punch the Faunus when his fist just stopped moving.

"Assaulting a lady? Come on guys no means no." the man who stopped the punch was Spider-Man, but to the others he looked like some weirdo in red and blue spandex.

"Let go of my hand faggot!!" the man demanded.

"Kay," Spidey let go causing the man to stagger and then he kicked him into the groin of one of the other men, "and you called me faggot, get a room you two." he joked, but got serious. He punched the man who was holding his now blue testicles in the jaw, knocking him out, another man, who had a bat swung hard, Spider-Man put his arm up and watched the bat shatter as it hit his forearm. "What the h-" the man was stopped as Spider-Man punched him in the air and tied him to a nearby lamppost, hanging upside down. At this time the first man who got a mouth full of manhood went to punch Spider-Man, but Spider-Man caught the fist and began to twist. "Pop goes the weasel." he laughed out as he broke the man's arm. "Was that bone? Damn sorry bro let me help you keep it from moving." he webbed the perpetrator to the ground looking at his watch he saw the time it took. "One minute" he muttered. Looking at the Faunus he asked, "Are you okay?" she nodded and just before he left she spoke up.

"Wait!" she shouted, "What's your name?"

"Oh little ol' me? I'm just your Friendly neighborhood Spider-Man." he jumped into the air shooting a web line out as he took off into the night. _I should look for Wade, who knows what trouble he's gotten himself into._

 **Meanwhile**

Deadpool was in the middle of a group of men with black hats and shades. **_What are these guys? Clones? Cousins? Brothers?_** , "Maybe they are from a Broadway Musical, but you know, rejects." **_Godfather: The Musical?_** , "Yeah man there you go." he was talking to himself again.

A man was huddled by his fallen comrades, "Please, what are you going to do to me!?" he screamed in fear.

"Me?" Deadpool asked, "I'm gonna let you live, but first," he stopped for effect, "give me your wallet."

 **A/N: Bruh this chapter is... Okay? I guess? I'll be honest letting you guys know right now, I've got Ten chapters done, so I'll probably have another one up later as soon as its proof read and such. Quick clarification there are going to be "Subtle" references to other FanFics, if you can call them out, good job. Also if it feels like these are short it's because it's my first fanfiction, and writing is LITERALLY my worst Subject, I mean it's a C but still. Anyways till next time guys and or gals, sheeple? Yeah why not because we're all sheep. Laters Sheeple.**


	3. Electric Boogaloo Part 2 Chapter 3

**Chapter 2 Electric Boogaloo Part 2: Chapter 3**

After the events of his first night in Remnant Spidey slept like a rock, or rather he slept on one because he couldn't find Wade who said he was going to advertise as a "gun for hire" _What an idiot,_ he thought _that_ will never work, "And if it does I'll do the chores around the apartment!" he laughed at the idea, but stopped when he saw an ominous figure running for dear life. "Hey wait!" he called "Where you going?!"

The man looked behind him, he had a black hat, torn suit and broken shades. He looked at the vigilante trailing him and his eyes practically left their socket, "Oh, crap!" he yelled out and started booking it to an alleyway where he thought he could lose him, _You've gotta be shittin' me, first that freak with the guns, now a freak that shoots ropes!_ today was not his day. The man ran as fast as he could taking turns left and right until he though he lost the freak.

Spider-Man trailed the man from a distance making him think that he had lost him. Eventually Spider-Man rolled him back to a dance club. He slipped inside through an open window and hid in the rafters listening in with his spider mic.

"He was too fast and to well equipped Jr!" the man was losing it, and was explaining with his arms flailing all over the place, "He killed everyone and picked their wallets said he wants a job from you." as soon as Spider-Man heard 'killed', 'picked pockets', and 'job' he knew it was Wade.

"What kind of job?" the man known as Jr and owner of the club asked with a scowl upon his face.

"A gun for hire!!" said an all to familiar voice. The music stopped, making a record scratching sound, as Deadpool dragged in the body of the guard that was out front. "Oh and it seems there's an open position for guard too, I can take that job." Deadpool, though you couldn't see it, had a grin from ear to ear awaiting a response.

"Who the hell are you, why do you want me to hire you, and why the hell should I hire you!" Jr more than furious now is about to wish he didnt ask.

"Slow down there senior, names Deadpool aka the Merc With A Mouth aka the Regenerative Degenerate aka Wade Winston Wilson aka me! Deadpool! And you should hire me because unlike your boys here I can't die." he boasted flexing his muscles like Schwartznegger in a body building contest. He also bragged about his kickass healing factor while Jr just stood in shock on what he was hearing. Immediately he sent for three of his men to take care of him. The first stabbed him in the abdomen while the other two filled his body with bullets. _That must be a form of Dust,_ Peter thought he would do something but he knew Wade had it covered. After Wade was done with the sword in his stomach he shot the first guy in the face with his gold "Deagle" as he called it, basically a Desert Eagle. Then after he pulled the sword out he proved to be a pro dancing around with the sword deflecting bullets and ultimately cutting the heads off of the men simultaneously. "Want mustard with that?" he said in a joking way. Junior just stood in awe and fear as he saw Deadpool heal in no time.

Jr gulped something fierce "So," he began coyley "when do you wanna start I can-"

"I have demands," Deadpool interrupted, "I want a decent apartment with two beds, or at least a bed and a couch, it needs a kitchen and a fully stocked fridge with tacos lots of tacos. A stove is a must or a microwave whatever is easier. And finally I want to be payed up front one month's pay which should be in the 100,000 lien range?"

"I can't pay 100,000 lien up front per month!"

Deadpool thought for a moment, "5,000."

Junior just looked in disbelief and agreed. _Dammit Wade, you played yourself,_ Spider-Man's respect for Wade went down especially after he killed all those people. However, he was happy he had a place to sleep.

Spider-Man waited outside for Wade and when he came out he approached him.

"So sounds like you were busy." he said with disgust.

"WEBS!! What's up buddy I was just Gonna look for you!" he was to energetic right now "Dude I got that place to stay."

"I noticed, you killed all those people to do it." Spidey deadpanned Deadpool.

"Look webs I only did what was necessary for us to live did I take lives? Yes. Were the good people? No I don't take lives of the innocent on account that Blaze scares the _Hell_ out of me." Spidey facepalms at the pun, but thought about the situation and came to the conclusion that it's best he didn't kill, but it was a trust thing with gang members. "This is like that scene in XXX where Vin shoots the cop in the back to get into the group." Spider-Man finally said with a confident nod of his head.

Deadpool just smiled and was full of glee when he remembered, "Oh, I got you something," he handed Spidey what looked to be a cell phone, "it's called a scroll it's like if Stark mixed a phone and tablet together and sold it."

"Uh, thanks Wade I appreciate it." Spidey smiled.

"It's so you can keep in touch with me if you need help."

"Seriously Wade thank-"

"Also it's for any chicks you meet different world means different girls and they all want some of that Peter if you know what I mean." Wade smiled **_That's a good one._** Spidey just stood there his face under his mask as red as his costume.

"God Wade I don't need a girl right now!"

"Tell me that in a week, you'll see." and with that the two entered the apartment both were pleasantly surprised. "Dude," Wade began "we have free cable...lets see if they have Scinimax!" Spider-Man rolled his eyes as he went to change and shower. He walked out to find Deadpool with just pants and a mask on. Spidey trusted Wade as one of the few who knew about his poweres and in the end they were pretty alright friends. "Dibs on the bed." Spidey said quickly.

Wade just stared at him. "Fuuuuu-"

To be continued...

 **A/N: See like I said another chapter up and... funny? I guess? What do you think, I know some of you have commented and I'll be honest I was surprised that everything so far has been positive. Any ways I have some explanations.**

 **Why Wade knows Peter's secret: I did this because I wanted the relationship with the two to be close like that of cousins or brothers, you know someone older that gives you crap. This is also an AU Spidey and Deadoool, duh, so their lives are slightly different for example, because Spidey is around Wade so much he starts to act like him, as you'll see in later chapters.**

 **Why Spidey is so easy to forgive: the idea of Spidey forgiving Deadpool after he killed those guys is because he's in a world he doesn't know, but Wade does so he took the lesser of two evils by letting Wade do his thing so he doesn't starve, is it selfish? Yeah, but Spidey can be selfish at times. If you have any questions just PM me if you know how to do that, because I don't, or ask in the comments and let me know about ships, for Peter maybe Wade, maybe I'll fit it in there. Well this is getting long so 'till next time so like... a couple of hours.**


	4. Chapter 4 Breaking Ice

**A/N: So people are liking this more than I thought, I'll be honest I only started writing this so that I could fill the void of waiting for a new chapter of RWBYP or The** **Amazing RWBY Spider, or Bats and Spiders- which you should all check out if you haven't yet, the last one is a Rosario Vampire FanFic, but it's good. Anyways I guess I'll just talk to you guys at the end of the chapter, you know so I can let you read.**

 **Breaking Ice**

 **Last Time** : "Dibs on the bed" Spidey said quickly Wade just stared at him.

"Fuuuuu-" **And Now:** "-uuuuudddge, I censored myself pretty good huh?"

 **Morning:** "Spidey get up we got stuff to do." Wade woke Peter up.

"Wha- like what?" Peter was too damn tired and just wanted to sleep all day, it's not like he ever gets to, what with his insomnia and all.

"I got work and you have to save the city so says the script of the story." Spidey ignored the 'script' bit because he didn't believe Wade when he said stuff like that. "I've got a high paying job tonight so you know, have fun around Vale." Deadpool snapped Spidey to attention.

"What kind of job?" he asked

"High paying, it's a Merc job" that was the response. Spider-Man didn't like that Wade was his source of income but it's all he had, but if it was to much he'd stop him.

"OK, but if it involves you killing people I'm stopping it."

"Fine by me." **_Should we tell him the definition of 'Merc Job'_** "Nah he knows, he's just trying to figure out where it's at. Kid's not dumb." **_Yeah,_** **_you're right. Should we tell him she's important to plot?_** "... Uh... Um... Nah, h-he'll notice, maybe he'll get a hard on from her beauty." Deadpool smiled as he thought of his assignment- "Shhh, no spoilers!" _**R** **ead the title**_ _of the chapter._

"Wade you know I'm still here right? And if this whole job is so you can find me a girl forget it I'll just stop you now." Spidey deadpanned Deadpool. **_That's like wordplay_**

"It's all good homes it won't be that way trust me." Deadpool gave a two finger salute.

"Whatever, I'm going out." Spidey walked to the door dressed in his outfit.

"WAIT!" Spidey turned to Wade, "You should find a way to put the music from my phone and your iPhone to our scrolls."

Spidey thought of the idea for a bit, "I'll see what I can do, but I'm no Tony Stark." Deadpool smiled with glee. _Some music should be nice and relaxing._

Spider-Man began swinging around town to see if there was anything he could do to help people. He then spotted a car going way to fast for city limits with police close on its tail. Spider-Man smiled, "Time for some action!" Spidey shot a webline in the direction of the speeding vehicle.

The police were firing upon the speeding vehicle hoping it would stop, "This is the VCD," a voice over the intercom boomed, "pull over immediately so that no one will get hurt.

"Yeah, sure, and I'm Jacques Schnee." the man in the car said sarcastically.

Suddenly Spider-Man's head popped outside the window, his body in the roof. "Hey there," he said, "beautiful night for a drive, but don't get too serious just yet, I mean I'm not that kind of a Spider."

"What th- get the hell off my car freak!" the driver was flabbergasted.

"OK, you can take me to Viewpoint, but I'm warning you you may not like what you see." Spider-Man's face disappeared, but his whole body suddenly flipped onto the hood of the car with a little too much force. "Oops," Spidey said as the airbags in the car went off, "Here let me help you!" Spider-Man punched through the windshield and reached for the hand brake, only to find it wasn't there. Tension rising for the hero as he sees a sign that says "Dead End" and at the end of the street is a large brick wall. "Where the hell were you going? Are you the Kool-aid Man part time or something?" all he heard were muffled screams as the man tried to get the airbag off of him. Seeing the wall Spidey did some quick thinking, by jumping off the car, "Laters bud, you're on your own. "

When the police arived all they found was the perpetrator in his car, hanging in the air by webbing inches from the wall. A police officer approached the car to inspect it. _This rope is sticky_ he thought. Upon inspecting further he found a business card and read it aloud, "Sincerely your Friendly Neighborhood Spider-Man." his partner came up, a man with short hair a full beard and shades, and looked at the card further.

"These damn huntsmen and their calling cards." the bearded officer mentioned, "and their weapons! It feels like their getting more elaborate each time, he calls himself Spider-Man, so what are these? Webs?" the other officer was silent for some time.

"Please get me down from here!" the perpetrator yelled.

"This is gonna be a long night." the two officers say simultaneously.

Up on a rooftop Spider-Man watches the whole ordeal unfold with glee. "It's so great to be doing this again, it's been so long since I've stopped just petty crimes."

Spider-Man jumps off the building and begins to swing away ready to save the day somewhere else. Unbeknownst to him however, a slender figure emerges from the shadows and looks at him with her golden eyes full of intrigue, "Interesting." she states and then jumps off the building as well.

Spider Man had been swinging almost all day the only action he really got was when he stopped that crazy driver, other than that the only time he stopped was when he ate lunch. Thanks to Wade he had enough 'Lien', as the currency is called, to buy lunch and the supplies he would need to transfer his and Wade's music to their Scrolls. "It's getting late," he told himself, "I better get back so I can start the transfer." he stopped however, on some sort of stadium with no roof _Huh, wonder if they play football here_ he thought he stopped when he heard a voice over an inercom.

"Ladies and gentlemen, Miss Weiss Schnee." clapping followed as a young teenage girl with long white hair and pale skin, wearing a white dress with red and blue accents, she also had a faint scar over her left eye. _Reminds me of someone I know_ he thought and then was taken aback when he heard her sing.

"Mirror...tell me something...tell me who's the loneliest of all,"

"Oh my God she's an angel" he stopped gawking when his spider sense went off "Spider Sense!" he said looking around, "not directed at me so it must be something else," he searched around spotting a gun on a catwalk. "There you are." _Finally something else, I better take care of this quick though, don't want anyone getting hurt_ he swung into action landing right next to the assailant and webbing up the rifle. "Stop now and I'll let you off easy." a man got up and turned to Spider-Man walking into the light.

"Oh Shit Webs, what up?" Spider-Man's lens' widened in both anger and surprise,so he did the only logical thing and punched Wade in the jaw and again in the gut making him double over.

"Dammit Wade I knew you were low, but teenagers?! That's too damn far!" Spider-Man was furious.

"I took the job so you could stop me and save her, so you get a good rep." Wade said holding his gut, "that's Weiss Schnee, heiress to the Dust Co."

Spider-Man looked at the girl then back at Deadpool, "How am I supposed to get a good reputation if no one can see or hear us?"

"There's a bomb on her Limo..." Spider-Man squinted his lenses at Deadpool, "... It's going to go off in..." Deadpool pulled his sleeve back and looked at his wrist which had nothing there **_47 seconds_** "thanks! 40 seconds." Spider-Man looked at Weiss who had finished her song and started getting off the stage.

"This isn't over were going to talk tonight about your methods of getting me a good rep." Spider-Man swung off to a back exit so he could get to the limo.

 ** _And chicks. Don't forget the chicks._**

Weiss walked outside and was greeted by her driver, "Well done Ms. Schnee, it's too bad your sister couldn't be here to witness it." Weiss looked down in disappointment or rather as if she was dissapointed, with what or whom no one knows. **_Aren't you the author?_** Shut up.

"Take me home, I need to finish preparation for Beacon." the door opened and she heard a beeping, "What th-" suddenly a burst of light and an explosion. She was sure she died she even saw light, but was proven wrong when her vision and hearing came back she saw a man in a skin tight red and blue suit which left little to the imagination and showed off all his muscles. She couldn't quite hear but he was in the middle of something.

"-my God! Hey there beautiful are you okay?" Weiss blushed and tried to act cool in the excruciating heat. ** _Double entendre_**

"JUST WHAT IS THE MEANING OF THIS!?" she yelled out.

Spider-Man winced at her yelling, _Geez singing voice of an angel, but she yells like a banshee_ "Well someone was payed to kill you, and I stopped him. His plan was to celebrate with these fireworks after you died, but if something happened these fireworks would end up taking care of you," Spider-Man paused for response not getting one he continued, "however, his employer didn't count on me being here." Weiss looked him over making sure she recognized everything about this 'hero' his costume, his voice, and his build. _What? Why would I need to remember that?_ she thought. "Hey, you alright?" she looked at the hero.

"I'm fine" she replied. Spider-Man gave here a two finger salute and a thumbs up, and would've left if she didn't stop him.

Weiss grabbed his shoulder, blushed then regained her composure, "W-W-Whats your name?" she asked.

 _T-T-T-Today junior_ he joked, "Well I'm just your friendly neighborhood Spider-Man." with that he shot a web line, which Weiss thought was peculiar but just thought it was his semblance, and he left. _Wade_ _is sooo going to get punched in the gut, and then a high five because she was super beautiful, even if her personality was that of a female Kaine._

Weiss stood up and brushed herself off too the best of her ability she had to look presentable after all for when she told the police of who saved her and what he looked like. _Daddy_ _owes you one_ she thought.

At the police station a woman with blond hair put in a bun, reading glasses and a suit that's mostly white but has black and purple as well, walks into a room with a man with gray hair stood with his scroll in hand looking at a video of Vale's new vigilante. "Hello Glynda," the man said, "have you seen the surveillance of our new subject? He's quite unique."

The woman known as Glynda looks at him with a scorn look, "He's quite the waste of time, don't even bother. He takes no regard for his own safety or others."

"That's what makes him unique." he smiled while Glynda was opposite, wearing a frown.

Back at the apartment Peter and Wade jammed out to 'System of a Down'. Even though he pissed him off earlier, Peter was cool with Wade especially when he heard Wade wouldn't kill her because she was important to the show, _makes sense I guess_. Peter was still worried out by being in an alternate universe that was based from a web series but he went with it.

"Just wait until you meet Yang!" Deadpool drooled and went on about the characters but Peter just tuned him out and fell asleep. He wanted everything to be a surprise and with that he fell asleep.

 **A/N: I'm tired, it's taken me all day to edit this due to my phone being a LITTLE BITCH! It's been hard, but I got shit done. and there's chapter 4, if it seems familure good that comes into play later. 'Till then Laters Sheeple!**


	5. Bad Pun is Bad

**_Deadpool's A/N: So, thanks to the review of 'Guest Fan' we here at Spidey and Deadpool's Excellent Adventure have been informed that our Author... had made a mistake- go figure._** I'm sorry! I thought they were gold! **_Shut up you! The persons eye color of the mysterious woman was supposed to be Amber colored eyes, not gold. Thus leading the reviewer to make a prediction that was not true, and that's the authors fa_** ** _ult._** I'm sorry Though your idea of it being Cinder would be cool, it's just not what I intended. As for the Harem part, no that's not my overall intention, but I want Deadpool's character to do what he does, by getting in someone else's business especially if they don't want him to. **_Now, we hope you enjoy this chapter I made the title, you know, so there's no mistaking who it's supposed to be._** Personally I like this chapter. **_Nobody cares anymore. Without further adieu, here's the new chapter._**

 **Cat-tastrophe**

"Well after that God awful mess a couple days ago let's hope things are a little easier." Spider-Man is high above Vale searching for crime. Things had been different the last few days since he saved the life of the beautiful princess- **_Heiress,_** I know. Suddenly he heard a loud crash from a storefront just below him, aiming to gain a closer look Spider-Man hides on the ceiling of the store hoping to catch people by surprise.

"Give us all your dust old man!" one of the voices shouted. The four looked different from each other, but what they had in common was the mask they wore on their faces. "Now!" the female demanded. _They all have those animal appendages, they must be Faunus- Fauni? Faunus's, whatever the plural is, that's what they are. Spidey thought. Then realization dawned upon him._

"Ohh, I get it! Your those White fang guys huh?" the criminals looked to the ceiling to see a man wearing red and blue spandex sticking to the ceiling, "Why do you call yourselfs the White Fang? I mean, nothing about your logo says white fang, it says red claws, or Foot! No, wait Foot is already taken...well it's a work in progress."

"Who the hell are you?!" the bigger one asked. he had a bald head with bear claws coming from his fingers.

"Me? I'm the guy that's gonna beat the snot out of all of you," Spider-Man said putting his fist into his other palm for effect, "except her," he pointed to the girl, "I don't like hitting girls, so I'm gonna tie her to the wall.

They just stared at him in silence until the big one spoke, "Who the hell do you think you are? You smug some Bi-" he was stopped by webs shutting his mouth.

"Language, I have virgin ears," Spider-Man covered his ears to make a point, "Now the fun begins!" Spider-Man jumped down and got in his "fighting" stance the big one ripped the webbing off his mouth and charged at him with his claws ready to cut him. Spider-Man expertly dodged each swipe of the man's hands and waited for a point to counter. Once his shot was there, he took it, and head butted the man in the face breaking the mask. "OW!" Spider-Man yelled rubbing his forehead, "I thought that was ceramic glass, not Grimm bone!" the big man stood up with his face bloodied from the broken mask, he looked at the other three and they attacked. The first being a scrawny man, pulled out a lead pipe and began swinging it wildly at the vigilante. After a couple of dodges Spider-Man grabbed the pipe and punched the man in the gut, who began screaming bloody murder. Spider-Man looked at the big guy who was now rubbing his temples in frustration, "New guy?" Spider-Man asked nonchalantly.

"Unfortunately." the bigger man gritted his teeth. The other male and the female stepped forward both pulling out swords of some kind.

Spider-Man looked at them, "Are you guys twins?" he asked jokingly, "because you two move in unison." the two looked at each other and attacked. They both slashed at Spidey the man went high and the woman low, but Spidey jumped and dodged in between the two swords, grabbing the girls and throwing it at the guys coat, causing him to be immobilized. The Faunus tries swinging his sword, but his arm was webbed to the wall. With him busy, Spider-Man didn't what he said he would do and webbed the girl to the wall, "Told you so, but you didn't believe me." He looked at the man who was against the wall nearly free and punched him in the groin, hard. "I just love Fourth of July, when you can play with fireworks, like pop-its." silence, "Okay it's a bit of a stretch, but someone mmake something out of that." Spider-Man's eyes widened as his Spider-Sense blared, he turned only to be met by the lead pipe, now being used by the big guy.

"Do you know what I do to bugs like you? I crush them!" he swung again only for the pipe to be caught by the vigilante's hand.

"Okay, that's enough out of you, I can tolerate you hitting me, but spiders are arachnids, not bugs." the two were informally a stalemate of sorts _Somehow this guy is almost as strong as me._ Eventually Spider-Man saw his opening by using his opponents weight against him. Spidey pulled the pipe away and swung like a bat catching the Faunus across the face and sending him flying towards the wall, where he landed with a big thud, "Dammit, robbed by Trout."

Spider-Man looked at what he had done and then the cashier, "Hey are you okay?" the cashier nodded in both fear and relief, "OK, the police should be here soon, I would think." with that Spider-Man walked out the door to leave.

"Geez Parker least you could've done is offer to clean up...oh well I'm sure he's fine." unbeknownst to him he was being fallowed by a shadowy figure with **Amber** eyes ** _Oh it's too late to fix your mistake just live with it!_** After swinging for about an hour and stopping four more muggings Spidey decided to rest, but rest would not come because his spider sense was blaring like crazy.

He turned around and saw no one on the rooftop with him, "I know your there," he stated, "you may as well come quietly." nothing happened for a couple of seconds, but eventually a slender woman revealed herself wearing a white blouse with a black vest over it and a black pants and boots to match. Spidey also noticed her raven hair, and golden like eyes and also some cloth on top of her head, "Cute bow." he said causing her to blush, "what do you want? Oh God I hit on you earlier and now your coming to kick my ass aren't you? God I figured I'd get shot down so hard the girls would just find me to punch me." now her face was really red, but she regained here composure.

"I heard you were a hero, so I wanted to test your skills." Spider-Man looked at her for a moment.

"Nah, I don't have to prove anything." he noticed how irritated she was at this answer and so her bow twitch. _Bow_ _indeed_ he thought. "Besides puss in boots I got places to be baddies to beat up I'm sure you understand." her eyes widened as he said this, "yeah I noticed, so what do you call yourself? Black Cat? Because, I hate to break it to you, but that name is taken already."

The female now determined Faunus was less than pleased and a little flustered how he figured out her secret. _How could he know_ she grabbed her sword and changed it into its hook scythe form and threw it at him a bow attached so it could be retracted. Spider-Man side stepped right and grabbed the bow rope. "I'm not taking no for an answer." she said.

Spidey smiled and said, "Yeah I guess I could spare a couple of seconds, but only a couple of seconds, so don't go using your nine lives right away." he threw the sythe back at her. Smiling she picked it up and turned it into _Oh that's a gun!_ Spidey thought. She proceeded to shoot him but he was too fast and was able to dodge them easily, "Hey what's with the shooting, I thought you were trying to test me not to and kill me!"

"Death can come at anytime, also I don't like your stereotypical cat jokes!" she kept firing and she thought she managed to hit him, but he never staggered. _Christ that hurt_ Spidey thought, she knicked his calf.

Once she was out of ammo Spider-Man ran at her full speed, throwing her off not anticipating the speed, and he went for an uppercut hitting nothing but stone, "Shit she used substitution jutsu!" she was behind him and swung down with her sword hitting only the ground and hearing a girly like scream. She was thrown off guard when he appeared behind her and rapped around her stomach, "Get ready for Monday Night RAW!" he laughed and used a German Suplex on the girl having her land head first. She got up holding her head and almost got punched again if it wasn't for her substitution, getting the heros hand stuck. "So this is your semblance right to make copies of your self?" Deadpool had explained that people of this world had special abilities like aura and something called a semblance, which is generally unique for everyone that has one,"it's a good one unless your fighting me and I anticipated this." with that he pulled his other arm back causing her to move towards him. She looked at her chest, webbing attached to it, _damn I got careless_ she thought. Thinking quickly she sliced down and would've taken the heros arm off if he didn't move. Unfortunately moving meant breaking through the concrete clone which was stronger than it looked. No he didn't lose an arm, but he got cut on his bicep. He stared at her and caused his mask to squint, "OK, OW! I need this arm you know for both personal and super hero things." hearing this the woman blushed at thinking what he meant by personal things. Spidey noticed this and and snapped his fingers, "Hey! Get your mind out of the gutter OK? I haven't done that since I lost internet!" the girl now red as a tomato was at a loss for words _Good she's distracted, now's my chance h_ e leapt towards her and punched her in the gut. She tried to counter by stabbing, but her arm was caught and Spidey disarmed her Metal Gear Solid style. Pushing her to the ground he stabbed the sword through the roof so that half the blade was showing he then put one foot on top of her chest. "Pin." he said taking deep breaths, "You actually wore me out, it's been a while since I've had a good challenge."

She smiled at his abilities, "Good job you won."

"Oh boy what do I win? Is it a kiss I feel like I deserve one after what I've been through," the girls heart pounded wildly, but was soon brought to rest, "A glass of water works too though, but right now how about some answeres." she nodded and Spidey helped her up so they could sit on the edge of the roof, "First of all what's your name?"

"My name is Blake Beldonna" she said, with a smile, "and yours is Parker right?"

Spider-Man was at a loss for words, "How did y-"

"You talk to yourself a lot." she said in a monotone voice, _I do do that a lot don't I?_ Spidey thought.

He looked at her and realized he may as well tell her, he took off his mask leaving Blake in surprise, "Peter Parker actually."

"Your young, probably just as old as me." she stated.

"Yeah I'm seventeen."

It was silent between them until Blake spoke up, "Why do you do it? Be Spider-Man I mean."

Peter just looked at her he really never was prepared for this question so he just said what came to mind, "With great power comes great responsibility. And with that responsibility you must stop the irresponsible." ** _Hey, he means us!_** seeing as he got an approving nod from Blake he smiled. "Why do you hid your heritage?"

Blake looked at him and thought for a moment and showed a kind gesture by removing her bow and revealing two black cat ears. "Cute" Peter said and started scratching her ears. Blake was not prepared for this and would protest, but was stopped short.

"So good" she said, but snapped back to reality when Peter stopped scratching She cleared her throat at the embarrassment, "I want people to see me for how I am not what I am." Peter nodded in approval.

"We're not so different you and I." Blake couldn't help but smile. "Come on I'll help you get your sword out then I'm on my way I need to talk to a certain bar owner"

"Oh I'll be fine on my own." Peter just looked at her with uncertainty.

"You're sure?"

"Yes, I'm stronger than I look." she smirked at him.

"OK if you're sure." Peter had his doubts, but he let her be and just put on his mask and dove off the building-swinging for Jr's club.

"Time for some answers."

Deadpool:

"Where the hell were we this chapter? No love for D-pooly." **_I_** **_think it was to establish a possible relationship with Blake_** "Parker must be a 'Pussy' hound. Get it?" **_Yes because of Blackcat, White Tiger and now Blake_** "I bet the perv is a fan of Nekopara!" **_Oh God no, please no hate mail_** "See you next chapter where I have a better role." **_We just give him information on Torchwick and maybe kill a guy or two, but with their aura they could be alright_** "Will our hero find the love of his life? Will I have a bigger role? Find out next time on Dragon Ball Z-I mean Spider-Man and Deadpool...something something Remnant."


	6. Disco Girl

**A/N: Dear zecran** **ask and you shall receive. Also guys don't be afraid to make considerations for the story, I'll look them over and, who knows maybe I'll use it because it would be a better idea than I had. Also for the people that can guess at least 3 of the Sinister Six that will be in this story (excluding the one about to be introduced) gets a shout out and maybe I'll fit in an idea of yours, whether it will be cannon to this or just a side story has yet to be determined. So good luck, Sheeple.**

 **Disco Girl**

Spider-Man was swinging as fast as he could to the nightclub, but decided not to go in as Spider-Man, but rather see if Peter Parker has a better chance. He landed in the ally next to the club and change his unstable molecules to his street clothes which was a long sleeve red under shirt, a cutoff sweatshirt that was blue, jeans, and Chuck Taylor Converse. _Okay, go inside, interagate Jr and ask Wade follow up questions, like he knows anything_ his thoughts were stopped by the roaring of an extremely loud engine. He looked behind him to see a yellow bike with a huge engine. The bike was yellow with red streaks and said 'Bumblebee' on the side. The driver took off her helmet _A girl?_ she had blond hair with lilac eyes. Going towards her torso she wore an orange scarf and a yellow shirt with a burning heart on her left breast, _Stop looking there,_ she had a brown jacket over the shirt and wore black booty shorts with a brown half skirt. He noticed her boots and socks and how one of the socks was up more than the other, but didn't care.

"Like what you see?" she smiled and Peter blushed.

"Sorry I was spacing out, I like your outfit even if it's weird." he smiled.

"Weird? Says the guy with bright ass red and blue on." she says with a scoff.

"Why you gotta dis da' threads, red and blue is a classic." they laughed and walked to the door. _Wades_ _not guarding?_ he opened the door music blaring, making sure to hold the door open for the lady.

"And they say chivalry is dead, names Yang by the way." she told him.

"Peter Parker, and there's only one rule in chivalry for respecting women. The rest is for beating the hell out of your opponent."

"Really? Maybe I could be a knight after all."

"Yeah you could be the gold knight and I could be Sir Galahad the chaste. You get to defeat most of King Arthur and his men, and if I remember correctly I find the holy grail." Yang paused in thought.

"The chaste? You want to be known as the virgin knight?"

"A. That's what you got from that and B. What's wrong with that?"

"Nothing, I figured a hot guy like you already lost his virginity." Peter was red as a tomato he had no words or one liners, nothing _I'm speechless, the Defenders would love her, and the Fantastic Four, and the X-Men, and the Avengers, and Punisher. Wow that's a lot of people._

The two approached a bar table where Yang ordered a strawberry sunrise. Peter found Deadpool sitting at the table an sat next to him and Yang followed. "What are you doing in here?" he asked Deadpool.

"Waiting for the show." Deadpool responded taking a sip of some drink.

Yang turned to Peter "and get him one too." she told the bartender.

 ** _Hello_** **_cleavage!_** "down boy she's a teenager we don't role that way." Wade was trying to be good _That's a start... I guess?_ Peter thought. All they heard was Yang get pissed at Jr and saw his men pointing guns at her. Wade pulled out his Deagles and pointed them at the men. Being scared the men stood down Yang telling Jr for them to kiss and make up. Peter watching the whole thing, turned to Deadpool and began a countdown starting with Peter, "3,"

"2,"

"1," they both said as they saw Jr fly across the room.

Yang went to punch the ground and caused a shockwave. "Oh my God it's She-Hulk!!" Peter yelled loud enough for Wade to hear. Without even thinking Peter jumped over the bar table hid underneath and changed to his alternate persona. "Deadpool go an-"

"Can't I'm on break you're on your own." Deadpool stopped him. "Take out the bear DJ first he's got an assault rifle." Deadpool took a drink with his mask on.

"Oh that's just unBEARable!" Spider-Man regretted saying that, but, like him to walls, it stuck.

"Boo." Deadpool liked his pun but still gave him a thumbs down.

Spidey took it as a compliment and proceeded to the booth where he met the DJ head on with Yang in his sights. What the DJ wasn't expecting was for the gun to be forcibly taken from him, and to have the butt shoves in his nose. Blind from tears the last thing he expected was to be thrown to the ground causing a crater. Yang looked up and gawked at how she was getting help from Vale's vigilante.

"Long night?" he asked.

"Nah it's still young!" she gave him a large grin.

"You're right let's cause some property damage." Yang smiled and was ready for the massive beat down they were about to deliver. "Thirty on two? Pretty bad odds..." Spidey stopped to crack his knuckles for effect, "...for them." he said this with a smirk hiding beneath his mask, but Yang got the impression that it was there.

Yang saw a punch coming and countered uppercuting the man in the chin a blast from her gauntlets. "Was that a shotgun blast from your wrist?" Spidey asked, Yang just smirked, "That's so kickass!" Spidey threw a man in Yang's direction she knew what he was doing and punched the mook back at Spider-Man. Spidey took the opportunity and jumped and slammed the man head first too the ground more than likely giving the man a concussion. "RKO! In mid-air!" he shouted as he got off the ground. He had to move out of the way quickly however, to avoid getting- _Shocked?_ Spidey and Yang looked to the ceiling, "Electro?" Spidey was more than _shocked, "Ha,_ shocked. How'd you get here?"

"How do you think Spider-Man? Same as you and the rest of the six." he laughed at this, "and you have no way of defeating me this is all electricity!!" Yang looked at Spidey.

"Looks like you two got some catching up to do, I'll take care of the freak show twins while you take care of-"

"Sparkles, his name is Sparkles." Spider-Man cut Yang off and made her laugh, Electro was the opposite in fact he was 'surging' with anger.

"You'll pay for making fun of me! Don't underestimate my abilities you're in my domain now!" he laughed.

"Okay just calm down there Watt smart."

"Oh Spidey! I forgot to mention the six is here too, I think Ock might know how to potentially get home, try to get some info from Twinkle Toes over there!" Deadpool called from the bar.

"What-Wilson! You were hired by us you work f-" Electro was cut short by webbing on his face.

"Don't short circuit Sparkles, Wade are you sure?"

"That's what the script says!" **_Do_** **_you think he'll believe us?_** "Oh I'm sure."

Spidey just looked at Wade and then Electro, "Fine by me." Spidey got in his 'fighting' stance, "let's dance you walking power circuit!" Electro zapped the webbing off of his face and shot bolts at Spider-Man. Spidey's Spider Sense helped him dodge out of the way. "Shocking." he mocked, "Let me know when you get a cool concept."

"Shut up, shut up, shut up!" Electro was furious, "I was going to let your death be quick, but now I'm going to take my time."

"You sound like a broken record, haven't you said that before? Like, everytime we fight, and everytime I beat you in some obscure way?"

"This time will be different this time you can't stop me!" Wade dug into his pocket and pulled out some keys.

"Yo Spidey let's get crunk!" he yelled out

"Yo, save some for me!" Yang called out narrowly avoiding a kick to the face.

Spider-Man looked at Deadpool, "What the hell are you talking about?" Deadpool pulled out a squirt gun and began filling it up, "Oh, OK I get it, yep!" Spider-Man began webbing and toying with Electro pissing him off with every move he did. Eventually Electro didn't even notice Deadpool stand next to him squirting alcohol all over him.

"What the hell," Electro cried, suddenly he could barely move, he even couldn't manipulate electricity.

"What!? No! NOOO! How did this happen!? What's going on?!"

"You let your 'electric' personality the best of you." Spidey replied, "So apparently that means you forgot that electricity and liquid, don't mix well. He threw a punch at Electro and caused him to stumble over.

"Hi, Billy Maze here to talk about the new Rubber Stopper, it stops everything, Leaks, Drafts, even electrical outbreaks, "Deadpool sprayed Electro in some black goo that seemed to be holding him pretty well, meanwhile he continued his Billy Maze impersonation while Spidey and Yang now focused all their attention on Jr who came out with a rocket launcher. Spidey was able to dodge them and Yang evaded behind a corner. Deadpool got bored watching, **_You_** **_know, it's pretty unfair that he has a rocket launcher._** "Yeah what a Noob" Wade teleported in front of the two teens.

"Wade what are you doing?" Spidey asked.

Wade put his finger to his lips and flipped Jr the bird. In anger Jr fired more rockets, "TIME FOR THE EQUALIZER!" Deadpool yelled and began firing rounds from his Deagles hitting the rockets, "BANG, BANG, BA-BA-BA-BANG!"

Yang looked at Spidey with a concerned look 'Is he okay?' she mouthed. Spidey just twirled his finger in a circular motion showing he was crazy.

Jr was fed up with using rockets and turned his weapon into a bat, **_Holy shot, that weapon we want it!_** Deadpool nodded and put his hand on his hip, "Come on big boy come hit me with your big bat, boo-do-be-doop" he said with a girly voice as he began walking towards him. Jr let out a grunt and swung, but his bat stopped. He looked to his left to see Spider-Man holding a web that connected to the bat then he lost his vision all he heard was "coming at you I'm fire in your face," then the bat was taken from his hand, "feel the love of the hyper combo!" he regained his sight to see his bat hit him in the face launching him towards Yang, "Annnd it's a home run!" Deadpool was laughing, but stopped when he saw yellow locks of hair in Jr's hand, "Spidey. We. Have. To. Move! NOW!"

Spidey looked at him, "Do you have Spider sense too?"

Wade just stared at him, "No, but I have logic and fear." the two moved as they saw Yang's eye color change from lilac to red and she gained a golden glow around her body.

"Oh. My. God. She's a Super Saiyan!" Spidey and Deadpool just hid behind a counter as they watched Yang obliterate Jr and punched him out the window.

Yang stood over an unconscious Jr angry but stopped when she heard a voice, "Yang?" Yang looked to her right to see to see a young girl about fifteen, with black hair that turned red and silver eyes, wearing a black battle skirt with red trim, black boots, a belt with a rose pendant on it and around her torso was a red cloak, "What are you doing here?? ?" she asked again.

"Oh, hey Ruby. It's a long story."

"Let's start with the thousands of Lien worth of property damage you caused." the two heard a voice but didn't see who it was until he jumped down with a partner next to him, "or how you traumatized that poor Peter kid that only wanted your number." Spidey said.

"Oh God I forgot all about him, damn he was cute, next time I see him...if I see him I'll apologize. Where'd he go? Do ya know?" Yang asked.

"He's fine," Deadpool assured her, "he got the people the hell outta there, figured things were getting serious when the 'Amazing' Spider-Man showed up."

Ruby just stared at Spider-Man with stars in her eyes, "You're so cool, just like the heroes in the books Yang used to read to me!" she was excited to meet her hero.

"Just like one of my Japanese anime's." Deadpool said causing Spider-Man to laugh.

"How do you move around the city? You know with those ropes where do you keep them?" Ruby was curious. Spidey showed her his wrist. "I keep them in this web shooter." Ruby beamed at the idea, "what it is, is that I have this fluid that I made on my own that, once it hits the oxygen in the air, turns into the sticky rope that you see me swinging on." he demonstrated by shooting a web at the sign on the building that was ready to fall and pulled it down.

"Had to finish the job Huh?" Yang asked smirking.

"Doesn't compare to the thousands of Lien of hospital bills that you would have to pay to the men and this ass clown that you hurt." Deadpool said pointing at Jr.

"Hey, he started it!" retorted Yang.

"Actually, you started it, you threw the first punch." Spider-Man said chimed in.

"Who's side are you on?" Yang was blushing from the double team.

Spider-Man placed his arm around his mouth his elbow sticking out, "Justice!" he said in a Batman voice. Yang and Ruby looked confused, "oh, I guess only Wade and I would get that."

It was silent for a few minutes when Ruby broke the ice, "Soooo...could I have an autograph?"

"Autograph?" Spidey asked.

"Sure, I'd be happy to sign your sisters bazongas." Wade said with a devious smile. Yang looked at her chest then to Wade her face flushed. She kneed him in the groin, but something hard hit her knee, "OW, son of a- agh!"

"Don't worry it's not what you think," Wade pulled a gun out from his groin area, "yes that's a gun in my pocket, but that doesn't mean I'm not happy to see you." **_Ba-zing._**

Spidey looked at Wade, who was laughing his ass off, then to Yang, who was blushing too hard, then finally to Ruby, who just looked confused. "Wade we should get going, it sounds like you need to answer some questions for me."

Ruby was upset, "No autograph?"

"Sorry kid, maybe next time." with that Deadpool jumped on his back, "Hi Ho silver away!" he shouted and the two swung off into the night, until they had to turn right to get to their apartment.

"What an unlikely pair." Ruby mumbled.

"Come on," Yang said, "let's get you home before dad has a heart attack."

Back with the two swinging Deadpool asked a good question, "Hey where's Electro?" Spider-Man stopped on a building before realizing what had happened.

"I thought you had him!"

"No, and what about Jr, didn't you need to interrogate him or something?"

"Not with you because I realise you know more than you let on." The two get back to the dance club only to see Electro missing.

"Oh, God Dammit!" they sat in unison.


	7. The Deadpool Chapter

**A/N: Direct continuation from last chapter, not much to say, so, umm... Thanks for the reviews, and enjoy!**

 **Deadpool: Substitute Hero**

Back at the apartment, Wade, now out of uniform, is now talking to Peter, who was in street clothes, about everything he knew about this 'Roman Torchwick' "And that's what I know about the guy." Deadpool said with a grin on his exposed face.

"What?" Peter was confused, "What are you talking about?"

"That's what I know about Roman Torchwick."

"You didn't say anything dick, you just flopped on the couch, took off your mask and said 'that's what I know'."

"Oh, I thought the author implied that I told you everything." **_What a cheap joke, and don't think some of us that was a joke from like, season 3 of Family Guy. Hack_** "Yeah sorry that was weird," some time past and Wade explained everything, "and that's what I know Petey." **_Such a lazy joke also don't think we didn't notice that you 'borrowed' ideas from both Symbiosis and The Spider of Remnant._** "Don't forget Spider-Man:Protector of Remnant." **_Yeah that too._**

Peter looked worried and just glossed over the fact that Wade was having a full blown conversation with himself, "Riggghht..." was all he could say, "thanks for the info Wade, I'll be sure too-I-I-I'm sorry, but are you alright?"

"Never better, just criticizing the author." now Peter was worried, "Oh and you should put my music onto your scroll. It's all music from the series, so it should match perfectly to your situation."

Peter trying to change the conversation, still getting used to this new world, asked "Hey, Wade, that blonde and her sister were kinda cute right? Or is that just me?"

"Legally I'm not aloud to say on account that the Rider will have my soul, and Blaze scares the shit outta me." he responded. His relationship with Johnny Blaze was terrible every time he's near him he feels like his body is on fire, but the Rider doesn't do anything. Wade just decides that he leaves him alone because he can't die.

"Dude you were staring at the blonde ones bosems the whole time." Peter said bringing Wade to attention with a scowl on his face.

"Bosems? What the Fudge Parker? When you're with me then you say bazongas, tits, boobs, or fun bags. Got it? Besides it was research purposes, just making sure they were real."

"Oh they were real alright."

"How could you tell? What did you grab them?"

"Nah, but I know how natural boobs move, and I got a good sight of them when we were fighting."

"Nice, I bet you get an A in physics ji-"

"Yeah, Jiggle Physics."

"You bastard, you beat me to that," Wade laughed, "you and I have similar minds."

Peter cringed at hearing that, "No, no we don't, and don't say that again." Peter sighed, "I'm gonna get some sleep, hey do me a favor?"

"I thought you'd never ask!" Wade went to sleep next to Peter. As he reached the bed he started to remove his pants.

"NO! GOD NO, NOT WHAT I MEANT!" Wade stepped back disappointed. "Look, Wade, I'm running on three hours of sleep in the last four days, I'm going to sleep until tomorrow night so that I'm prepared for Torchwick. OK?"

"I'm not completely following." Wade said slightly confused. **_He can't be asking what I think he's asking._**

Peter gave a long groan, "I need you to take day shift on protecting Vale weapons free, but NO KILLING. Got it? Broken bones and hospitalized, no deaths OK? Think Batman in the Arkham games."

Wade smiled at hearing this. **_Finally,_** **_we can be the best heroes that we can be._** "Spidey," Wade deadpanned before smiling wide, "you got yourself a deal."

 **Deadpool: 5:30 am**

 ** _We open our scene to Wade Wilson, mercenary extraordinaire, sitting on top of a roof singing his theme song,_** "Deadpool-Man, Deadpool-Man, does whatever a Deadpool can, can he kill ya? Yes he can look out there goes the Deadpool-Man." **_Pretty sure Peter said 'No Killing'_** "Ah, yes, but he also said weapons free." **_Yeah, for a smart kid, he can be kinda dumb, like, everyone knows 'Weapons Free' means 'use weapons'_**

As Deadpool sat on the roof of a building he noticed a car chase coming towards him. **_Looks_** **_like that's our que. Should we do this like we did in the movie?_** "Obviously, why fix what ain't broke?" Deadpool stood up and leapt off the roof, **_You're right, why change who we are?_** "DON'T LOSE YOUR WAAAYYY," he crashed through the top of the vehicle screaming in pain, "OH GOD THERE WAS NO SUNROOF!!" the three goons wearing white masks looked at him in confusion.

"That's that spider guy!" one finally shouted, "he's here to stop us from steeling the dust!"

"Guys, guys, guys," Deadpool began, "I am not Spider-Man. Hola me llamo es la picina de la muerta!" he says holding out his hand for a handshake.

The criminals looked at each other. "The hell does that mean?" the girl asked.

"Well my sexy fox," Deadpool said pointing at her fox tail, "it means I'm much worse, names Wade Wilson, and I'm the angel of death." Deadpool than punched the White Fang member next to him, unbuckled his seatbelt and shoved him out the door where his face met a brutal demise with a brick wall. "Damn, his face is now Red Like Roses." the female member began shooting him in the chest, but stopped dumbfounded on how all that happened is he just healed. **_Mirror_** **_Mirror, looks like we need to return the favor._** "That doesn't rhyme," Deadpool pulled out a shotgun and pointed it at her chest, "Remember, I'm not killing you, the gun is. Thanks Liberals." Deadpool winked at the girl before filling her gut with lead. Her aura had no chance to save her, she lost too much blood. Wade poked his head to the front where the driver was sitting the man tried to hit Deadpool with a back hand having his eyes leave the road. Wade poofed out just in time for the car to crash into the metal lamppost followed by an explosion, "I Burn for the day you can pin his death on me, 'cause that was his fault." **_You forgot Blake's song,_** "That's okay, I don't think she'll know, BTW did Spidey ever hook up with any of them?" **_Nope,_** "Damn, I'm going to get him laid." **_Wade Wilson: Matchmaker,_** "Cole Phelps: Traffic."

 **6:30-Downtown Vale**

Deadpool sat at a table eating ice cream and drinking soda. Across the way there was a television that was playing the news, "...In other news there have been reports that for the last four days a miniature Nevermore has been flying over Vale city, some reports say that the being had been seen abducting residents and taking them to some nest, but no evidence supports this claim. In other news..." Deadpool stopped listening to the TV after that ** _, Interesting_**.

Deadpool began walking around most of downtown Vale, there wasn't much to do that day, **_Apparently word spreads about a masked mercenary that stops criminals with any every means necessary pretty fast._** "This is probably what it's like to be Frank." **_We're not alcoholics, we can't even get drunk,_** "No, not that. The fact that every criminal wants to hide from us. No wonder he still has enemies after all these years, they're all hiding!"

After sometime of walking, Deadpool began to notice a shadow looming over his head. He stopped and looked up just in time to see a pair of claws grip him and bring him to the top of a building. Deadpool screamed all the way to the top. Once to the top of the building the creature let go of Deadpool where he landed on his back. Deadpool got up slowly holding his back, thinking he may have broken something. Turning around Deadpool came face to face with 'The Miniature Nevermore' "Holy crap! Tombs? is that you?"

Adrian Tombs aka The Vulture looked at Deadpool with both dissapointment and suprise, "Wilson? I swore you were Spider-Man." The Vulture continued to analyze the mercenary, "I haven't seen you since the incident, do you know what happened, how we got here?" Vulture had been with everyone, but once they got to where they are currently, he lost track of them. Since then he's been trying to follow his last task at hand - kill Spider-Man.

"Yeah, I mean, it's cool to see you and all... I... guess, but where's the Six?" Deadpool asked, hoping to make things easier on Spider-Man, so that he at least knows who his enemies work for.

"The only person I've seen is you and Electro last night. I asked what the plan was and he said he was and the others were working for some man named Roman."

"Did he tell you anything?" Deadpool asked.

"All he said was that you and him got in a fight. That and he said it was best I fly around this city, looking for that wall crawling bastard."

"Those orders come from Ock?" **_No, Ock would want all of them together._**

"No, Electro said it was so we comebout looking good." Deadpool shook his head at what Vulture was telling him.

"Why do you listen to Sparkles, he's like the biggest idiot in your little boy band."

The Vulture laughed, "It's interesting that you are here, so where is the Spider, Electro told me you were with him the night you beat him up."

"Don't know," he lied, "I've been looking out for numero uno." **_Us_** "But what I can tell you is that he's become quite the hit here in Vale. I'm taking a job with this douche named Roman, also known as the guy the Six are working for later on tonight he'll probably there." Vulture smiled at that response. Electro didn't tell him much, but he did tell him that once they got here the Six were found and rounded up by this group called the White Fang, who are their current employers. All led by Roman Torchwick. Electric also told him however, that Torchwick answered to a woman with golden eyes and a red dress.

"Then that means we are on the same team again Deadpool." Deadpool looked confused by this response, "you have been hired by the Six's emoployer, and I am part of the Six, so I shall leave you alone. I just wanted to get acquainted with our new city if I found that wall crawler it would be a bonus." with that the Vulture lifted up into the sky, "Electro told me their current hideout so that means I'll see you again quite soon." with that he left.

 ** _I think that went smoothly_** "Well better finish the shift and then tell Spidey that I can be a potential mole." **_Yeah, then we'll make some guacaMole_** "Hells yeah!" **_Kay_** **_it looks like we're all done here, now let's get back to Petey so he can beat the crap out of us later only for us to get away last second._** "Right and get him a girlfriend like that cute blonde." **_Exactly. Good for once we have a game plan._**


	8. Start the Show

**A/N: I got nothing right now.**

 **Start the Show**

Deadpool had woken up Spidey and told him what his plan was about Torchwick and how he could be a mole and give Spidey valuable information about the Six and what the overall evil plans are. Deadpool also mentioned the name of the Dust shop Roman would be hitting up. One thing that Deadpool forgot to mention is where said Dust shop was located. _From Dust till Dawn, where is it? S_ pidey thought, _It's gotta be close._ It was getting extremely late, but he finally found it. When he landed on a lamppost to observe the store he saw a man get thrown through the window and a girl come out Wielding a giant scythe. "Red!?" Spidey shouted and the girl named Ruby looked up at him smiling.

"Hi Spidey!" she waved, but was cut short by the sound of boots coming closer to her.

"Uhhhh, get her!" Roman shouted from inside the store out popped the rest of the men and Deadpool. Ruby was going to start attacking but stopped as her red and blue ally jumped in front of her.

"My turn," Spidey whispered, "let's see...three men with guns, two with swords, Deadpool, and a six foot tall penguin." he said pointing to Torchwick, "this will be easy." he started moving Deadpool tried shooting at him but just as quickly Spidey webbed the guns and pulled them away which he used to sling shot at the first guy in the nose, causing it to break. With the man screaming in pain Spidey did a high kick to knock him unconscious and break his nose, again. Spidey then proceeded to take down men in quick succession, and Ruby just stood back in awe, _He's not as fast as me, but his fighting skills could give Yang a run for her money._ Spider-Man did the splits to dodge an attach by Deadpool and punched his groin, causing Wade to double over and get a breather, _he's also much more flexible than most women._ Ruby snickered at the last part. Deadpool just stared at Spider-Man trying to catch his breath.

Roman looked at Deadpool, "Well?"

"Well what?" Deadpool asked, "he took my guns and my swords aren't sharpened, which leaves hand to hand combat, which he is far superior at than I am, he just punched my dick! I say we cut our losses and get the fu-uh-hell outta here."

Roman shook his head and then nodded, "Well it's been nice knowing you reds but we must be leaving." he pointed his cane/gun at Ruby and fired. Ruby was so dumbfounded by Spider-Man's appearance she didn't even notice the flash until Spider-Man saved her.

"Oh, thanks." she smiled at the hero, "Waugh! They're getting away!" she said pointing at the two climbing up the ladder to a rooftop.

"Race you there." Spidey said as he jumped up the building.

"No fair! You got a head start!" they both got on top of the building in time to see Torchwick and Deadpool getting into a helicopter.

"No! We're too late." Ruby said. Just then Torchwick threw a red dust shard in front of Ruby.

"It's been a BLAST reds!" Roman then fired another shot to hit the shard. Ruby didn't realise what was gonna happen but what she didn't expect was to feel strong arms around her.

"Yang?" she asked then looked up to see two figures one was Spider-Man who was holding her tight, the other was... "ohmygawsh you're a Huntress!" she let out a loud squeal of excitement as she looked at the Huntress that just saved her and Spider-Man with an aura field.

"I can do that too," Spider-Man said in a somewhat jealous tone, "it's just that mine is webs and it could only protect me, you know how it goes." the huntress merely scoffed, "Not a talker? No that's OK, I'll just keep red Riding Hood company.

Torchwick looked in shock of the sudden appearance of the huntress and jumped to the cockpit, "We got a huntress!"

"Is she a Faunus 'cause she's a fox." **_Buh-Dum-Tits._** "Damn right." Deadpool, of course, put in his two cents.

The Huntress began bombarding the helicopter with rock spires. Spidey hated just standing doing nothing, so he jumped up into the chopper. _Damn fool!_ the huntress thought, _I've had enough paperwork on you lately as is._

"Here's Johnny... Well actually Spidey, I'm not much of a Jack Nicholson guy closer to Micheal Keaton." Spidey looked at the girl in front of him, "hey there beautiful, what's your name TorCHICK the hot sister to Torchwick?" her yellow eyes squinted when Spidey's Spider sense went off, "OOF!" Spidey was kicked out of the chopper by a red boot.

"This. Is. SPAAARRRTAAAAA!!" Deadpool yelled as Spidey landed on the roof.

The chopper began to flee the scene, but Spidey was having none of it, "You're not getting away that easy," so he shot his webs, but nothing happened, "out, how typical." the chopper escaped with Deadpool laughing.

The Huntress was looking at the two, "Both of you come with me."

 **Later in an Interrogation room:**

"What you did was dangerous and completely irresponsible!" the Huntress ,who, Spidey learned name is Goodwitch, was seething with anger, "if it were up to me you two would be let go with a pat on the back," Ruby's eyes beamed with excitement, "and a slap on a wrist!" Goodwitch slammed her 'wand' on the table, but was stopped by a red hand.

"Calm down there Goodwitch of the South," Spidey mocked her name, but she didn't seem to notice, "she was just doing her civic duty as a civilian, (sounds redundant) when the police aren't there who will show up? You? Because you were later than a teen who's had unprotected sex's period." Goodwitch stared at the vigilante and Ruby looked confused, "Yeah that joke was a stretch, I'm low on material, so that was all I could think of right now." _A teen pregnancy joke? Seriously? Man I've been hanging out with Wade too much._

"I believe there's someone who wants to speak with the Two of you." Goodwitch stepped out into the hall for a few minutes and walked in with a man behind her. He had white hair, oval glasses, a green trench coat, and was carrying a plate of cookies.

"Ruby Rose," he began, "you...have silver eyes." Spidey cocked an eyebrow he hadn't even noticed before _Wait, silver? Great job Spidey, you play where's Waldo on her sister's chest, but don't even notice something obvious about her._ Spidey lost in thought looked on as he saw Ruby devour the cookie plate and heard the old man mention something about a 'Dusty old Crow' 'Crow, why not a Raven?'

"Quath the raven 'Nevermore!'" Spidey snickered, but got some confused looks at him, "Wow did I say that out loud, I was just think of a poem I really like."

The man turned to Ruby, "Do you know who I am?"

Ruby smiled, "Yeah you're professor Ozpin, headmaster at Beacon Academy."

"Would you like to come to my school?"

"More than anything." Ruby smiled.

"Man you look more Doe eyed than a deer in headlights." Spidey chuckled from his last comment he needed a laugh.

"Than welcome to Beacon," Ozpin continued, "now if you'll please excuse yourself I must talk to our friend here." Ruby reluctantly left Ozpin, Goodwitch and Spider-Man alone and she walked home. Ozpin started his interrogation, "So, how did you get your 'Marvelous' abilities?" he asked.

"Well," Spidey began, "the webs come from my weapon the Web Shooters, I'm skilled in fighting, and my Semblance gives me super strength, speed, ability to stick to walls, and a sixth sense that allows me to know if danger is coming." he thought this would convince these people that he's part of this world, unfortunately the two are smarter than they look.

"Don't lie!" Goodwitch praticaly shouted at Spider-Man.

"I-I-I'm not lying I swear!" Spidey pleaded.

"First off, a Semblance gives the person one special ability not many, second you can hardly call what you do 'skilled fighting' if it weren't for your strength and speed your fighting wouldn't be more than someone flailing there arms around hoping to connect." Spidey just sat on the ceiling dumbfounded not knowing what to say. Then Ozpin added, "We also have a video."

Spidey stared at the video realizing it was when he first arrived here and when he saw Deadpool, it then cuts to him switching his unstable molecules into civilian clothes revealing his face. "I must admit you are much younger than even I expected, so what is your name your TRUE name?" Ozpin asked.

Spidey was hesitant, but since he saw no way of getting out of this mess he complied, "Peter Parker, I'm 17 this is my second year of being Spider-Man." Spider Man then proceeded to explain how he and Deadpool and the Sinister Six ended up in their world, "I know it sounds crazy, but it's the truth." Peter didn't know what to expect, but it wasn't what Ozpin asked him.

"How would you like to come to my school?" Glynda stared at Ozpin in disbelief.

"You can't be serious, he'll never make it." Glynda protested.

"Quite serious," Ozpin added, "he'd make a fine addition to the school"

"What's in it for me?" Peter didn't know what to think about this offer it was rather bizarre.

"Room accomadations, free food and training to help with your non-existant fighting style." Ozpin was quite serious and Peter knew he couldn't rely on his WWE fighting style for long, you can only suplex someone so many times before they figure out to stay in front of you, and it's not like he could just lift Rhino without trying and throw him for hundreds of feet.

"Yeah, okay, but under a few conditions." Ozpin nodded, "I get to keep going out at night and doing my share of vigilantism, and I get unlimited access to the chemistry lab."

"That seems fair. I'll see you by tomorrow." and with that he left with Goodwitch while Peter snuck out the window.

 **~Omake~**

 **Easter:**

Spider-Man had been swinging through Vale, not sure on what to do, what he did know is that today was Easter Sunday, and crime was pretty low on religious holidays. "Man, I just want some action."

Spider-Man asked, and he received because not five minutes went by when he heard an explosion by some designer store. "Time for a call to action!" Swinging as fast as he could he made it to a hole in front of the store where two women stood fighting over a dress. _A dress? Really, that's so lame! Hey, wait a minute..._ he noticed one of the girls looked awfully familure, _Oh Shit! It's the super saiyan!_ Standing in front of him was Yang Xiao Long, and she was determined for this dress.

"Back off Coco! I saw this beauty first!" she yelled at the French looking girl deemed 'Coco'.

"As, if!" Coco responded, "Besides even if you saw it first this dress is still more fashionable on me!" the two butted heads until things got ugly and they were throwing punches at each other. The fight escalated from there to them opening fire on each other.

Spider-Man stood in disbelief, _All of this over a stupid dress._ Spider-Man knee he had to stop this somehow, _Screw that I'm not fighting, that chicks got a gattlin gun!_ so he did the only thing sensible, "Hey," he called out, the two stopped and looked at him Yang with a smile on her face thinking she had back up and Coco also with a smile on her face, but for devious reasons, "do you mind stopping this fighting? I mean, you two are gonna get somebody hurt." The two girls looked at each other.

"But I want the dress!" they said in unison. After another five minutes of fighting Spidey couldn't take it anymore he walked up to the dress and ripped it in half length wise and gave each side to a girl.

The girls were in disbelief and we're no longer angry at each other, but at the vigilante. Suddenly the manager appeared out of nowhere and tapped Spidey on the shoulder, "How you gonna pay for that?" she asked.

"What?" Spidey hadn't registered what he had done, "Ohh, Uhhhh, weeeellll... " the rest of the evening was spent with Spider-Man as a mannequin and Yabg and Coco laughing nonstop while putting different clothes on him. "It's not much, but it's a living." he said.

 ** _And everybody said, 'Happy Easter'. Yeah now go back and use my voice for this, because I fooled you! The narrator wasn't the author it was I, Deadpool's inner thoughts! Well Happy Easter then and goodnight sheeple._**


	9. Peter and the Loser

**Peter and the Loser**

Peter walked onto the airship, he didn't know what to expect from the school, but was intrigued with the aircraft itself, it had wings and no benches, _Kinda like the subway,_ Peter then looked at how slow the wings moved on the aircraft, _too_ _slow to move it on its own, they must have a Dust engine and the wings are for show._ In the distance he saw a familure head of blonde hair.

"Ooo I can't believe my sister is going to Beacon with me, your going to be the bees knees!" Yang was talking to a familure red cloak.

"I don't want to be the bees knees, I just want to be a normal girl with normal knees." Ruby answered in her adorable voice. Peter didn't know what else to do so he walked up the girls.

"Jeez last time I was this high, I was drugged and dragged to the top of a skyscraper for a base jumping expierence." Peter was having second thoughts about telling that very real story, but that's for another time. _Nice Peter, real smooth,_ but instead of being freaked out Yang started laughing hysterically.

"Oh God! Who would do that to you?" she kept laughing, "Oh, hey... Heheh...you're that cute guy from the club, you must have helped out whatever civilians were there right?"

"Wait, cute?" now Peter was really confused, but was startled by the sound of Glynda Goodwitch coming onto the screens.

"Who's that?" Yang asked.

"Ghost of Beacon's Past." Peter responded really just joking to get over Yang's last comment.

"My name is Glynda Goodwitch.." the screen said.

"Oh."

Peter stopped listening to the screen, but noticed a very nauseous blonde boy who seemed to be throwing up, his daydreaming was stopped by Yang screaming. He saw the same boy with blond hair hunched over a garbage can puking his guts out. _Ben?_ he thought. He went over to comfort the poor sap. "There, there let it all out bud." he said patting the boy's back.

"Thanks." he replied, "Jaune Ark." he held out his right hand.

Peter grabbed it and shook, "Peter Parker: Comedian."

"Really? What got you to become a huntsman?"

"I like the sound of my own voice and Grimm just don't boo you off stage." Jaune chuckled, and was relieved that someone was there to comfort him especially seeing how he didn't know anyone.

After Peter got off the airship he made sure to examine his surroundings. He noticed pillers, bushes, a fountain and "A castle!?" he said aloud, "Jeez, it's like I died and went to Hogwarts."

"What's Hogwarts?" Peter forgot he was with Jaune still.

"It's from a book, from where I'm from." Peter replied.

"Oh."

Peter looked around to find Ruby standing in front of a familure head of white hair and pretty dress. Weiss was waving something in the air. "Wait here." he told Jaune and Jaune complied. Peter walked over to the commotion only for his Spider- Sense to kick in. He ducked in-time to dodge an explosion caused by Ruby sneezing and Snow White's carelessness.

"Unbelievable!" Weiss yelled, "I can't believe you just did that, look at me my clothes are ruined!"

"Sorry..." Ruby said sheepishly.

"Hey accidents happen, am I right?" Peter butted in.

"This has nothing to do with you so go away." Weiss was furious and didn't need another person to yell at for being stupid. "Besides this 'accident' could have killed us all."

"No, not really just you." Peter began ready to school this 'princess', "the blast radius was 2 meters and it went only in your direction. Soo, with the blast only going your way and not towards us, you would be the only one dead," Ruby gulped, "assuming you didn't have an aura. Or a really weak one like mine." Peter came up with his 'weak aura' story so not to draw attention as to why he gets cuts that last a while. Weiss scoffs at the two of them and Ruby is just giggling.

"Just who do you think you are?" Weiss scoffed again.

"Um..The Ghost of Beacon's Present?"

"Ugh... So it was you that made that tasteless joke."

"Tasteless? I'm the king of smack Ice Queen."

"First off, you shouldn't spout off that you're a smart ass. Second, Ice Queen? Don't you know who I am?"

"The white witch?" Weiss was getting extremely annoyed by his 'jokes'.

"It's heiress actually," a familure female voice said, "Weiss Schnee the heiress to the Schnee fortune, the sole leaders in dust products,"

Weiss walked over to her in pleasure, "Finally some recognition."

"They are also the reason so many Faunus are oppressed including beating and unfair work environment." Weiss was dumbfounded and at a loss for words it was finally Peter who broke the ice.

"Well, you know what they say, any publicity is good publicity." he laughed and caught Ruby with a big smile on her face. "You like that red? I've got tons of them."

"Oh shut up!" Weiss decided to take her leave and not talk to these imbeciles any longer. She left with most her things on the ground, but knowing her stature someone will grab it.

"Jeez, how can someone so hot be so cold? Huh, Huh anyone?" Peter put his hand up, "No? Okay." Peter high fives his own hand.

"That's pretty pathetic." he hears Blake chuckle, "But in a cute way."

"Cute?" Peter still isn't used to this it's actually quite the role reversal usually he hits on the girls or makes them blush. Now it's the other way around.

"So decided to hang up the suit?" Blake asked without answering Peter's last question.

"No. You decide to tell everyone your secret."

"No. But I guess that is what makes us simular." she smiles and gives him a hug whispering in his ear, "I'm here if you need to talk." and with that she left.

"That was ominous." Peter talked to himself, "let's see how red's doing." Peter walked over to Ruby laying on the ground upset. "Well, on the brightside you're not the only one having a rough first day. There's me and the 'Knight of Valor' over here." Peter points to Jaune who walked up to them.

"Hey." he says with a wave.

Ruby gets up from her slump and looks at him with a devious grin across her face, "Aren't you that vomit boy?" Peter facepalms as he forgot the two were informally greeted once before. Jaune kinda stands there with a look a puppy would give you if they were hungry.

The group walked for sometime around the seemingly endless courtyard.

"Look air sickness is natural for some people." Jaune stated trying to get Ruby off his back about being 'Vomit boy'.

"I don't know Jaune, 'Vomit boy' sounds like a menacing super hero name," Peter said with a smirk, and then in his best Adam West impersonation he said, "watch out evil doers you will all be aprehannded by the swift hand of justice, or my name isn't 'Vomit Boy' with my trusty sidekick 'Crater Girl'," he points to Ruby and in a mock girl voice continued, "Gee willikers 'Vomit Boy' I sure hope they don't get to close otherwise I might 'splode!" Jaune was dying of laughter at the last part, but Ruby stood their with a poutey face.

"That's not funny," she comments.

Jaune looked her in the eyes tears rolling down his face, "You had it comin'" the group walked for a while and Ruby was starting to feel awkward she eventually said something to break the ice.

"So I have this thing," she says as she whips out her weapon Crescent Rose.

"Woah is that a sythe?" Jaune exclaimed. Ruby nodded.

"Mhm it's also a high caliber, high velocity rifle." Jaune stood there with a puzzled look then turned to Peter. Peter stuck his pointer finger out, pointing at Jaune then pulled his thumb back while making a cocking sound.

"Ptoo!" he said making a firing motion. Jaune still looked confused, perhaps more than before. "It's a freaking gun!" Peter was...slightly irritated that Jaune didn't pick up with the hints he was dropping, Peter thought they were obvious.

"Oh" is all Jaune could muster to say, "well what's your weapon Peter?" Ruby was eager to find out and glad Jaune asked.

"Yeah what is it, it has to be a shield or something to make up for your weak aura thing right?" she put some time into this question and was extremely eager to see how cool his weapon was.

 _Shit_ he thought, _Didn't think she was paying attention,_ "I, Uh... Don't have a weapon." Ruby's face was a mixture of confusion and being upset, "yeah, I mean, I don't have them right now."

"So what do they do?" Jaune asked.

"Yeah, so what they are, are a pair of wrist bracers that make slight incisions into my muscles enhancing my strength tenfold. It come in hand when I use my hand-to-hand fighting style, even though it's just a wrestling esqe style."

"Wrestling? So you don't do a lot of punching? Wouldn't that make it easier for your opponents to hurt you since you're trying to grapple them the whole time?" Jaune asked feeling he'd been smart.

"You would think so!" Peter was laughing hysterically putting Ruby and Jaune a bit on edge, "I'm not crazy I swear, and I'm really smart." Ruby laughed, "fine say what you want, but you'll see."

"Heheh, whatever you better be strong if you have like, no weapon though. So Uh, Jaune what's your weapon?" Ruby asked.

"Oh well I have this sword, it's a hand-me-down and this shield," his scabbard unfolded into a shield and he messed with the buttons a bit having it turn from a shield to a scabbard. But Peter thought it was on accident as he dropped it, "it turns into a scabbard so that if I get tired of carrying it I can just put it away."

"But doesn't it weigh the same?" Ruby asked.

"Yeah, yeah it does."

Peter stared at the two for what only could be considered an awkward amount of time, until he voiced his thoughts, "Damn man, I'm hungry, where can we find food?"

"Wait have you been looking for a lunchroom this whole time?" Ruby asked.

"No, I've been following you guys. Don't you know where you're going?"

"No we were following you!" Jaune replied.

"Holy Crap, who is running our group!"

"Wasn't there a orientation we had to get to?" Juan asked.

"You're right let's head over." Ruby ran ahead of the two leaving petals behind her, "Come on!" with that the group was off.

The three arrived into a giant gymnasium of sorts with all the first years waiting for something. _Probably for Ozpin_ Peter thought. He saw Yang waving over at the the three of them, "Ruby," she called, "I saved you a seat!"

"Oh, well that's my que to leave. Bye guys." she turned and walked towards her sister. Peter smiled, but Jaune looked down.

"What's up bud?" Peter asked Jaune

"Man, now where am I going to find a nice, quirky girl?" Jaune was down and Peter wanted to cheer him up.

"Well I am quirky, not a girl though at least that's what the doctor tells me." Jaune laughed, "Come on let's find a seat." Peter saw a red haired girl dressed like a Spartan looking at them, "I think finding a girl for you won't be that hard."

Ozpin began speaking, but Peter didn't pay much attention to it. What caught his ears were something along the lines of "tomorrow your real test begins and it will be dangerous." something like that. He wasn't sure what the test was gonna be, but Glynda said to meet on the cliffs in the morning. Peter went to go 'change' in the bathroom, but had to wait for some other guys, there seemed to be a line what caught his eye was Jaune coming out in a onesie with a rabbit on it.

"Dude, what the hell is that?" Peter was laughing so hard that his face turned red.

"What it's comfortable." Jaune protested, but Peter wasn't having any of it.

"Whatever man you do you. Oh, and save me a spot."

"Me?"

"Yeah man, you're like my best friend it'd be nice if we stuck close."

"Sure man." Juan's smile was from ear to ear, "I've uh, never had a 'best' friend before." with that he left. Peter was confused, 'No best friend? Man he's just like I was.' Peter thought as he waited in line.

Meanwhile on the other side of the area Yang spots Ruby writing something in her sleeping bag. Both had changed into their sleeping wear, Ruby was wearing a black tanktop and sweats with roses on them, she also had a sleeping mask with Grimm eyes on it. Yang's was almost the same, except she had black booty shorts, and an orange tanktop that looked to be about a size or two too small.

"Hey, what's that sis?" she asked.

"It's a letter for the gang at Signal. I said I'd let them know what Beacon was like." Ruby had a teary eyed smile across her face thinking about what few friends she had back home.

"Awe, that's so cute!" Yang practically shouted, "This place is pretty nice."

Ruby nodded in agreement, "It's like a giant slumber party, but I don't think dad would approve of all the boys."

"Haha, I sure approve." Yang smiled as she saw all the boys with no shirt, until she spotted Jaune with a bunny onesie on, "aaannnd good feeling's gone." until Peter walked next to Jaune wearing no shirt either, "Good feels are back!" she yelled.

Peter turned to them and waved. 'You know I thought I'd be uncomfortable not wearing a shirt, but I'm kinda following the crowd.' Peter walked over to Yang and Ruby, "Sup, Red, Chuckles. How are you?"

Ruby smiled she was happy someone else she knew was here, but she felt something weird like her stomach was in knots, "Uhhhh,"

"What's up! Wow people paying tickets for that show?" Yang chuckled and noticed one of his scars, "What's that, battle scar?"

Peter looked down and decided to gloat about his scars, "Well, that's a gunshot wound, knife, knife, claws, katana, knife stabbing, beer bottle, gunshot wound and shrapnel from a bomb."

Ruby had stars in her eyes she had never heard of someone with so many visual injuries and willing to talk about it. Then something donned on her, "Wait, did you say bomb?"

"Yeah, it was the only one that I couldn't dodge."

Yang kept smiling as she looked up and down his body, "Wow you must get in a lot of tough skirmishes if you have that many scars. Kinda hot."

"Nah, I was just careless in those fights, couple of the bullet wounds are from my bud actually." Peter smiled thinking about Wade and began to wonder what he was doing.

 ** _Maybe you should get to our chapter a_** ** _lready and explain it._** Shut up I'm not done yet. **_Well hurry up, some authors would prefer to keep the two MAIN characters together._** Hey, imma level with you I'm a Spidey fan before DP, Soo just- ** _I hope you're not a fan of DP, because that would be weird unless you're a closet homosexual._** ... I'm gonna take my sweet ass time getting to your chapter. Hell might write you out of the story. **_Shutting up_** Damn straight.

"What the hell?" Peter asked out loud.

"What, I didn't say anything." Yang looked at Peter confused, but still smiling along with Ruby.

"It's just... It's just I had this weird vision where my friend Wade was arguing with some kid, something about a book and his chapter. I don't know, but it was weird."

"What did you smoke? And how much did it cost you?" the three turn to the new voice and saw Blake sitting against the wall.

Ruby jumped at the voice, "Have you been there the whole time?" Blake nodded then went back to reading her book.

Yang looked at Ruby, "You know her?"

"No, but Peter seemed to."

"Well this is perfect go talk to her be her friend."

"What!? Yang no! I can't it's...I... What do I say?"

"Ugh, it's like this," Yang walked up to Blake, "Hey!" Blake just looked up then went back to reading her book, "I'm Yang, and this little one is my sister- Ruby."

"Hey." Blake said without looking up from her book.

Yang thought for a while then Peter spoke up, "You're striking out there slugger." he smirked and Yang just shot him a yeah-well-watch-this face.

"Wonderful night right?" Peter, Ruby and Blake just shot her look of 'Really?'

"Yes, it is wonderful, and it will be better when I get back to my book, " Yang stares and smiles, "which I'm going to continue reading," still Yang smiles, "right now." Blake finished.

Yang took a deep breath, "Yeah, she's a lost cause sis c'mon." Yang put her hand on Ruby's shoulder, but she just shrugged it off.

"I like books," she said. Blake looked up to see Ruby smiling, "Yang used to read to me every night when we were younger."

Peter couldn't help but tear up, he missed his family and remembered when Uncle Ben would read him stories, nursery rhymes, and about times when he was a child. Blake looked at Peter and smiled at his teary eyed expression, "So what's the story about?" Peter asked seemingly out of the blue, Ruby nodded in agreement she was curious to know what her new, she was hoping to call friend, was into.

"Well, it's about a man with two souls each fighting for control over his body." Blake wasn't sure how to explain it because it really was more of a book that was just-

"A metaphor," Peter finished Blake's thought to her complete surprise, "the body is like a metaphor for the world, while one soul represents humanity and the other represents the evil within said world trying to make it their own."

Blake stared at Peter with wide eyes, "I haven't thought of it that that way before," Peter cocked an eyebrow, "I thought of it as humanity and Faunus trying to coexist on Remnant, but with all the wars and discrimination it's as if the Faunus are just fighting to stay in the world."

Peter bent his head over to look at the cover, "So, I suppose you see humanity as the dark evil soul on the cover there?"

"No!" Blake practically yelled and got the attention of a white hair heiress, "I just think that life is hard and we shouldn't discriminate against people we haven't taken the time to know."

Weiss walked over as Peter was in the middle of his sentence something about humans being more of the monsters than the Faunus, "Excuse me could you keep it down? Some of us are trying to sleep, and what was this I heard about humans being more monsters than Faunus?"

"Oh, hey beautiful," Peter looked at Weiss' hair and how it's down and he also noticed her scoffed look at him, "you should keep your hair like that you look cute, some might say hot, but in your case ice cold." Peter laughed while Weiss just glared at him, "Oh, I see giving me the cold shoulder Huh? Hahehe." Yang began laughing too. While Ruby snickered and Blake let out a slight smile.

"Listen here you-"

"What? Degenerate, freak, prick? Loser maybe? Go ahead I've heard them all, and to be honest I don't dig this holier than thou kind of talk you give other people. Why don't you do us a favor, make like a tree and leave." Peter both serious, but trying to keep his cheerful mentality, watched as Weiss stomped away in frustration. "Hey guys, sorry about being, ya know, serious. That's not my thing unless people need to listen."

"Hey no skin off our bones, right Rubes?" Yang asked, Ruby agreed and Blake smiled mouthing thank you.

Peter smiled and walked back to Jaune to talk a little more. He learned a lot about the guy, like how he wanted to be a hunter because he wanted to be like his father and grandfather. Yang, was less than pleased with Peter's decision to leave, so she was left pouting while Ruby teased here about having a crush on Peter.

Peter and Jaune talked through the night about themselves.

"So what's was your life like?" Jaune asked.

"Oh, well, honestly when I was in grade school and even throughout middle school I was bullied." Peter responded.

"Wow, you? But you seem so cool. Was it the jokes? I bet it was the jokes."

"No it wasn't the jokes, although at least that would make some sense considering that I have a big mouth. No, it was because I'm small," Jaune looked confused, "I mean look at me! I'm 5'8 maybe a hundred and fifty-five pounds, sopping wet! Hell, you have a stronger build than I do."

"Yeah, but, you must be pretty strong since you don't use don't use weapons right?"

"I told you, I do have weapons that just make me stronger, but, sometimes... sometimes I'm not strong enough..." Jaune was about to say something, but stopped seeing that Peter wasn't finished, "Sometimes I just think... Why me? Why do I have this curse? And why can't I seem to forgive myself, I know it wasn't my fault, it's just, if I had the courage then that I have now, maybe I could have saved him." Jaune watched as Peter welled up with tears in his eyes. Peter would've burst out into sobs if he didn't feel Jaune's hand grab his shoulder.

"It's alright, I got you buddy. You're like the greatest friend I have, so don't start with the sad stuff yet okay? It's only the first night at least wait until we get dorms. Then tell me as much as you need to, and tell Ruby too she'd love to make you feel better. I think she sees you as like a big brother or something."

"Oh, that's upsetting 'cause, her sister's kinda hot." they both look over to Yang and start laughing.

"Hey buddy," Jaune began, "that may be OK outside the kingdom with your hillbilly relatives, but her in the city that sort of action is frowned upon." Jaune said all of this with a typical hillbilly impersonation.

"Woah there I'm the jokester you're the ladies man remember," Peter stopped and began laughing again, "on second thought you saying you're a ladies man is the best joke by far, you are the jokester." Peter laughed until his face was red.

"That was hurtful, but I guess I had it coming." the two laughed for awhile longer until they both decided that they had enough jokes for one day, each would need their strength for what's to come.

 **A/N: OK that's Chapter 9 and I hate to say this but this will be the only chapter for today. Do not fret though, for it is the length of two chapters! Yay! Thanks allaroundnerd! You're welcome. Welp until tomorrow, Laters sheeple!**


	10. Decent into Madness

**Decent into Madness**

Peter woke up with sense of urgency. Even if his clothes did clean themselves his body did not. Meaning he needed a shower. A good one. _After that I'll get some breakfast,_ he thought, _yeah, this will be cake, jump through some hoops run an obstacle course, I may have to take it down a notch just so these guys can keep up._ Oh, how wrong he was gonna be.

Peter went to take a shower, but noticed something strange. There were women in here. Peter blinked twice before walking out of the room to see if there was a sign. There was not. _Co-Ed_ _locker rooms? What is this, a typical college movie? I swear if Wade is right about our lifes being written by some nobody from Eastern Washington, I'm gonna be pissed._ these were his thoughts for a majority of the morning. After Peter finally took his 'Power Shower' he rushed to the dining area and had tons of food ready for him. Well tons compared toto what he and Wade had been living off of. "Yes! No more Ramen! Oh, cereal how I've missed you!" Peter consumed what was maybe a box of this cereal with a red headed teen on the box. "Pumpkin Pete's Marshmallow Flakes," he read the cover of the box with an attractive redhead on it, "this picture sucks, I could've done way better, if I ever meet the girl on this cover imma do a photo op and send the pictures to the company with a letter that reads 'hire a professional next time' that'll show 'em. Amateurs."

After his breakfast and the sugar rush that soon followed, Peter made his way to the locker room and to his locker, which had nothing in it. Just his web shooters which are out of fluid. _**Haters will say it's for plot.** I better put these on so I can keep up with my supposed weapon bluff that I came up with._

Peter was still a little tired until he heard a voice, a very loud one at that. "Wow Ren! I mean I can't believe we're finally here ya know!?-" The bubbly orange haired girl had said only a few words and Peter was already annoyed by her. _Ugh, who else is there._

Peter moved away towards Yang and Ruby. He couldn't stand being by those two anymore. "God, that orange haired girl could Fus-Ro-Dah me into Oblivion, or Skyrim, as it were." he let out a chuckle. "Sup, Red Riding Hood, sup, Goldielochs. You both look pretty today don't forget your compacts and jewelry, oh and before I forget there are no stores in the forest, so I guess you can't go shopping today." Peter stood there waiting for a reaction to come from either of them, but they were silent.

"Oh, I'm sorry," Yang began, "I didn't realize sexcism was still a thing I thought we lived in an equal society one where I can smack a bitch up!"

"Yang!" Ruby yelled.

"What? Hey pretty boy if you talk like I'm just some girl ever again, your going to learn what its like to be a girl then when everything is done I'll have tampons to soak up all the blood."

Silence... "Wow, you are just a man eater aren't you? I've got a song that goes perfectly with you also I don't need tampons I won't be getting a bloody nose anytime soon, I'm really careful." Yang chuckled, which was a sign of relief for Peter because Yang is someone he did not want to fight. Ever.

He saw Jaune walk by, "687? That can't be it I'd remember having to count that high!" Peter realized that Jaune was complaining about forgetting his locker number, "Peter," Juane looked at Peter, "can you help me?" he sounded desperate, but Peter complied.

"Come on Jaune, you're by me, my locker is 616." _Co_ _me on, get your act together dude!_ Peter had Jaune follow him until they came across- _Oh, great, if it isn't the barrel of sunshine,_ Weiss Schnee standing next to a beautiful Spartan esque warrior.

 _Is that the cereal girl?_ Peter couldn't contain his laughter, both at the red head and Jaune striking out on Weiss. "No freaking way!" he started his face already ready eyed, "You're that chick on the cereal box! That's crazy, I just are your box this morning!" Jaune stared at Peter waiting for him to realize what he said, Weiss stood there clenching her fists as if she were going to punch him, and the red head was holding her mouth blushing. "What?" Peter asked still laughing, then a lightbulb went off in his head, "Oh, no, no, no, no, no, that's not what I meant! Your taking what I said out of context. See what I meant was that I had a box or so of cereal with you on it this morning."

"Oohh," Jaune said nodding his head. After understanding he went back to striking out with Weiss. Peter began to laugh again.

"What are you laughing at!?" Weiss had a sour tone in her voice. _Geez and here I thought only snakes could spit venom._

"I'm laughing," Peter began, "at the fact that my homie here, is striking out with you when this red head has been ogling him for the last minute." Peter turned to the girl and winked. She blushed almost as red as his suit. _What am I doing? I'm never like this, maybe it's because of Wade's absence_ Jaune walked away either by embarrassment or mild discomfort.

"Do you even know who this," she says pointing at the redhead, "is?"

"Uh, the ghost of Beacon's future?" Peter replied. Weiss gave a loud groan.

"No! This is Pyrrah Nikos. The greatest fighter of all time, she won 4 championships at Sanctum, a new record." Peter just shook his head, and Juane, now back and standing by Peter with his stuff, did the same. Weiss groaned, "She's on the cover of Pumpkin Pete's marshmallow flakes." Juane still was confused, but a light went on in his head.

"Well I already knew that! I told you I ate like 2 boxes this morning." Weiss, Pyrrah, and Jaune just looked at Peter, probably with worry for his health, "What? I need to eat, anyways the picture on the box licks, so if you have time we should do a photo shoot, I'd make you look way hotter, and actually recognizable." Pyrrah blushed.

"You take pictures?" Jaune asked.

"Yeah I even have some kickass pictures of Spider-Man on my scroll." Weiss blushed at the name remembering his heroics that saved her.

Weiss shook her head trying to get her mind straight, "Point is she's the best there is and you have no right to talk to her," Pyrrah had already walked away for her things.

"Hey I mean you never know Peter could be in a league of his own, maybe even better than her," Juane said, "you never know, we've never seen him in action before he could be better than all of us."

Weiss was furious at the thought of some lowlife even coming close to her abilities so she asked for back up, "Pyrrah help!" Peter didn't know what's to expect, but he really didn't expect a spear to be coming straight at Jaune's shoulder. He also didn't expect to be reacting to an attack in a friendly environment, but no one was expecting him to catch the spear inches from Jaune's shoulder.

Much to Jaune's surprise, Peter didn't say anything for the longest time he just glared at Pyrrah for a solid five minutes until he finally said, "Not. Cool." emphasizing each word. Pyrrah was distraught, she didn't want to hurt anyone she was just trying to help. Peter jabbed the spear into the ground walking away with an angry look on his face.

Peter grabbed Jaune and headed for the cliffs leaving a very upset Pyrrah, "Sorry..." she mumbled under her breath. Next thing to do would be to grab her weapon and head towards initiation, but there was a problem, "It's stuck?" Pyrrah couldn't believe it she even had to exert some aura in order to get it out, "stronger than he let's on." she mentioned to no one in particular, "he would make an interesting sparring partner... after I apologize face to face." with a new look of determination on her face she set off for the cliffs _Today is a new day._ she thought.

Everyone arrived at the cliffs and we're told to stand on the platforms. "From there you will be launched and forced to execute a landing strategy." Goodwitch told the students.

Jaune looked on in horror, "Wait, we are going to be launched!? From a platform!? That's suicide!" the other students didn't pay no attention to him, Ozpin, however, directed his gaze towards Peter.

"Something on your mind mister Parker?" Ozpin smirked and Peter smiled.

Peter began laughing _Oh man,_ Yang thought, _this is gonna be great!_ his laughter was draining out his words. Yang waited impatiently, _This will be the best joke ever!_ finally Peter stopped, took a deep breath and looked at Ozpin with a serious face, "What are we, some sort of Suicide Squad?" crickets...

"I got excited for a dumb joke that references a Comic?! I hope you crash land." Yang was... Less than enthused by the joke.

"Wait you got the reference?" _If that's the case I am sooo getting Batman comics later._

Ozpin had just explained how they will be using a 'landing strategy' of their own choice, but Peter just cut that out of memory. Well he just wasn't listening... to Ozpin. No, he was listening to Jaune complain about their situation.

"Any questions?" Ozpin asked, Jaune raised his hand, but Ozpin didn't seem to notice, "Good, let's begin." **_Oh finally! We're almost to our chapter._** People began getting launched through the air. Yang gave a flirtatious wink to Peter causing him to send one back. Ruby was a little uncomfortable. _There I go again acting weird._ Not long after his thought had ended he felt his body being launched through the air, and a feminine scream. _Ruby?_ he thought, _Wasn't she behind me?_ he turned his head to look behind him to see who it was, "Oh, Jaune... " he groaned.

Peter felt more weightless than ever, _What an expierence, this must be what it's like to be a flying hero._ Peter had finally started his decent into the forest. _Decent into madness is more like it. If I'm out here longer than a day I'm gonna scream!_ He checked behind him to see if Jaune was still there, but he wasn't, "Guess I'll have to find him later..." he almost wasn't prepared for the trees to appear, "Oh, Damn!" shortly after his reaction Peter broke through several branches each breaking as he went down, "OW. OW. OW." he said with each branch hit.

Meanwhile at the cliffs Ozpin was already amused with this student. "You can't honestly like him, do you," Glynda asked, "he's going to be an odd man out, weaker than the rest."

"We shall see." was all Ozpin could say.

Peter jumped from branch to branch like Tarzan. Finally he stopped when he spotted Yang and Blake by what looked like to be some ruins. "Oh thank God it's the relics. Finally I can get the hell outta here. Also you guys are here too,"

Yang smirked, "I knew you'd miss me"

"How could I miss you your torso is huge. A blind man could hit you." Peter responded. _Okay, I'll admit it, Wade, that ones for you. B_ lake was blushing at what he said, but now all she could notice was her chest.

Yang, however, was a little... aroused, "I know they're so heavy. You should help me carry them." Peter was speachless, but snapped back to reality when he saw a orange haired girl riding and Ursa that then collapsed.

"Awe, it's broken!" she pouted.

Her friend, a boy in a green Asian esque jacket and long black hair ran up panting heavily, "Nora," he said taking a breather, "Never do that again." but Nora was already by the relics singing "I'm queen of the castle."

"Nora!" he called.

"Coming Ren~" she responds skipping back to him.

"Did she just ride in on an Ursa?" Blake asked.

"Yes, but actually that's the third one. You see the first was too hard the second was too slow, but that one was juuuusssst right." Peter replied with a chuckle. The group heard screaming again, "Jaune!"

"The blond guy?" Yang asked. Suddenly the five saw a Nevermore and heard more screaming, "Oh my God! Thats Ruby!" Ruby looked as if she was having the time of her life, Weiss was not.

"Weiss, jump!" Ruby yelled to her hanging by the claw so the Nevermore.

"Are you insane! I'm not doing that" Weiss knew her partner was weird, but she did not expect her to be crazy. Ruby dropped down, but Weiss stayed back she was not jumping down.

As Ruby fell she saw Peter, _Oh, I'll just land on Peter, he should be strong enough,_ "Wait, what?" she confused even herself. So she aimed her decent towards Peter if she landed on him, he'd be her hero, but fate had other plans. Jaune was tossed through the air and collided with her, and both crashed into a tree.

"Hey Jaune." Ruby chirped.

"Hey" he replied back in pain. In the distance Pyrrah was still running for her life when her savior dressed with a blue torn hoodie came to her rescue.

"FALCON." Peter began, "PUNCH!!" Peter punched the Deathstalker with a great deal of his strength, _Perhaps too much?_ there was a loud crack and everyone cringed thinking Peter broke his hand Even Weiss, who just fell out of the sky and was "rescued" by Jaune, flinched. Too much the groups surprise it was the Deathstalker crying in pain a large crack in the center of its skeletal armor.

"Damn, he's strong." Jaune comented. The others nodded in agreement. They all looked at Peter.

"What?" he asked, "I drink milk." Ruby smiled thinking of the possibilities.

Yang looked at Peter, "Uhhhh, I guess getting stronger is a guy thing. 'Cause when I drank milk growing up it went straight to my-"

"Yang!" Ruby interrupted feeling a bit embarrassed as Yang stood there pointing at her chest with both hands, "You're making him uncomfortable." Yang looked at Peter a heavy blush across both his, and, as she turned more, Jaune's face.

All just stood there until the Deathstalker started to advance again. This time Ruby took initiative, charging at the beast full speed only to be stopped by the tail of the Deathstalker and knocked backwards. As she flew back she ended up tumbling and hitting the back of her head with a rock, "Ow, that hurt!" Ruby rubbed the back of her head in discomfort barely being pulled back by Peter's arms to avoid the feather blades from the Nevermore. "Oh my gosh! That was too close!" she looked up at Peter who was in discomfort, "You're incredibly fast-"

"Not fast enough..." Peter grunted each word, and Ruby looked down to see a long deep cut going down Peter's arm, straight to his elbows, gushing blood.

Ruby started to tear up, she couldn't believe she let someone who she considered a friend get hurt from her brashness. She also noticed that her cape was caught under the feather that cut Peter's arm.

Peter noticed Ruby's face, "Hey," Ruby looked up at Peter again, "to be honest I'm more upset for letting your cape get caught. It looked nice, I can take a few cuts." Peter's Spider-Sense went off telling him of the incoming attack from the Deathstalker. Peter braced his body and covered up Ruby the best he could. Ruby looked in horror as her friend, someone she met yesterday, put his body in front of her in order for her to live. Then something else happened. A wall of ice stopped the attack of the foul beast.

"Weiss?" Ruby asked

"Oh thank God!" Peter exclaimed.

"You are pushy, and rude, careless, hyperactive, and don't even get me started on your fighting style." Weiss looked at the two.

"I didn't think she was pushy." Peter mentioned.

"Thats because I was talking about you." Weiss replied with a smile, "and I know I can be...dificult, but I promise that I will try to be the best teammate ever." she said looking directly at Ruby, "that one was for her." she said smiling at Peter. Peter smiled back and let go of Ruby. He gave her a pat on the head and took off the feather.

"Could you try to go a little faster? I don't know how long this wall will hold." Weiss sounded, _Worried?_ Peter grabbed Weiss and Ruby's hand and made way for their group.

"What do we do?" Jaune panicked.

"We were told to grab the relics and return to the cliff we don't have to fight." Weiss mentioned.

"She's right," added Ruby, "our objective is right in front of us, no need to do extra."

"Damn and I wanted extra credit." Peter chuckled and Yang smiled too. "Alright enough jokes let's make like a refrigerator and run." crickets...except Yang who bursted out laughing.

Weiss groaned and the ice wall began to break, "We should leave, like, now!"

"Okay let's go." Ruby returned with relics and the troupe left in a hurry.

The group ran for what felt to Peter like hours until they finally reached the cliffs. "We made it," Peter said between breaths, "there is a God."

His smile faded when his Spider-Sense alerted him to the Deathstalker and Nevermore, "Oh for Fu-"

"We better do something fast." Jaune stated, "Half of us should take on the Deathstalker and the other half the Nevermore."

"Great idea Jaune." Ruby started and Juane smiled, "but we can't just rip Peter in half. Can we?" the group looks at Peter.

"Woah, I don't know where she got that idea, but I cannot split into two people... well I guess there's my clone?" Peter began thinking.

"You mean there's more of you!?" Weiss asked disturbed.

"Yeeeeah, you know like a twin, but there's three of us."

"So triplets." Blake added.

"Sure."

"Guys!" Jaune shouted gaining their attention. It was then that the young hunters in training knew what they had to do. The group split up before the Nevermore destroyed the bridge. Ruby, Yang, Weiss, Nora, and Jaune were caught on the side by the cliffs. While Peter and the others were fighting the Deathstalker. Ren, Pyrrah and Blake looked like they were holding their own. Peter only jumped in to defend Pyrrah, since she was fighting the Deathstalker up close, while Ren and Blake shot at it from a distance. At one point the Deathstalker tried pincing Blake, but Peter was too fast, he took Pyrrah's shield and like when he fought Cap hurled it at the pincers, having it get caught so the creature wouldn't close. Now Pyrrah was defenseless, and was scared for life, until a hand grabbed inside her breastplate and threw her towards Ren.

"Sorry!" Peter shouted. As if Karma was a giant claw, a giant claw came and smacked Peter backwards towards Blake, "Oh, I'll take that," Peter grabbed Pyrrah's shield blocking the attack at Blake and like his hero he had to do what was right. "Pyrrah! Here it comes!" Pyrrah watched as Peter threw her shield... straight at the Deathstalker.

"Good try," Pyrrah said trying to stay optimistic, but she really wanted her shield Akuô back.

"Just watch!" Peter yelled and like magic the shield hit the tail bounced off that then ricochet off the ground, off a tree and back into Pyrrah's hand, "Boom! Physics be damned!" Peter was excited, so excited that he barely noticed Blake falling, "Hold on Blake!" He jumps after her, and Jaune and Nora take their place. Peter caught Blake in air and shifted his momentum towards the wall. He put his hands out to get a grip and slid down the wall eventually screeching to a hault.

Blake just stared at Peter with a blush, _He, barely has any aura compared to us, so he must be more fatigued than ever._ she thought. "Hey," Peter turned his head to look at her face she lightly averted her gaze from him, "umm, thanks." Peter smiled at her.

"No problem, except for sliding down on these rocks, they're super sharp, like imagine someone walked up to and started slowly cutting your fingers with a razor." Blake let out a light giggle.

"You know you didn't have to save me, I have Gambul shroud, I could've just connected it to the other side and swung across." now it was Peter with a blush and he felt like an idiot. Blake saw this, "Come on let's help the others." Peter agreed and be started climbing. When they reached the top they saw Yang in the Nevermore's mouth firing blast after blast into its mouth.

"I. Hope. You're. Hun-Gry! She shouted each syllable had a blast. Yang somehow got launched from her position in the giant birds mouth and be hanging falling fast.

"She's falling," Weiss stated.

"Nice callback." Peter mentioned, **_He wasn't there_** , he positioned himself so he could catch Yang. She landed in his arms bridal style and she just looked at Peter with doe eyes.

"My hero." she says blinking her eyes constantly, then Peter dropped her.

"Sorry my left arm gave out, guess you're a little top heavy." Yang was not thrilled about the comment, but they had more pressing matters at hand. "So what do we do about the Vulture over there?"

"I have a plan!" Ruby shouts, suddenly Ruby was using Blake's bow on Gambul shroud, that both Blake and Yang held, as a human slingshot.

"This would be you're idea." Weiss says, "Peter! Do your part!" she shouts. As she said that Peter threw a blade feather at the Nevermore's tail connecting it to cliff. Weiss placed ice around it's tail to ensure it stays there then she places a glyph behind Ruby pulling the bow back.

"Can you make the shot?" Ruby asks Weiss.

"Can't I?" Weiss smiles with pride.

"Can you?" Peter asks annoying Weiss.

"Of course I can!" Weiss was livid. She launches Ruby, but Peter notices something wrong. Ruby is a little off coarse.

"Damn," Peter can't make it on his own, he asks Weiss, but she's focused on Ruby. "Weiss trust me!" Peter pleads and Weiss gives in. Weiss placed speed glyphs on the ground for Peter to use, but Ruby started to fall from the wall.

"RUBY!" Yang shouts, "what the hell Weiss!"

"Just trust Peter." Blake reassured her. Peter caught Ruby and began running up the wall, he was doing well, until he realized he lost a lot of blood.

"Go" Peter tells Ruby, "you're back on track now." Ruby nods and begins running on her own again placing her scythe into the Nevermore's body running up until it connects with the Nevermore's head. Ruby continues running up until she decapitates the birds head. Everyone was in awe.

"Well that was a thing." Yang says causing a chuckle from some of the others. What will become team JNPR comes up and they notice something falling.

"It's Peter he hasn't recovered yet!" Jaune yells and starts dashing towards the falling body.

"Jaune what are you doing!?" Pyrrah calls to him.

"I have to save my Best Friend!"

"But you'll get hurt!" Pyrrah shouts.

"I don't care!" Jaune runs to Peter and Peter collides with him almost completely depleting Jaune's aura. Everyone runs over to them even Ruby made her way down there.

"Jaune are you okay?" Ruby asks with concern.

"Yeah I'm good, how about Peter." Jaune asks in pain. Pyrrah was about to say something, but Peter started slowly getting up and groaning.

"I'm OK, thanks Jaune," Peter is holding his arm and side he's lost a lot of blood, "oh and sorry for bleeding on you, I guess it's that time of the month." Peter chuckles coughing out blood. "Damn, that hurts way more than it looks." Yang walks up to Peter and carries him up the cliffs, "My hero." he gets out before falling asleep. Yang chuckles and proceeds up the cliff with the others where they met Ozpin and Goodwitch.

"He faught bravely." Ozpin said with a smirk. The girls of team RWBY to be took Peter to the infirmary where they let him rest while they went to the inauguration. Peter slept and had a dream where he was back home helping others just like normal. Until he woke up.

Peter was surrounded by the girls, Ozpin, and team JNPR. "Welcome back." Ozpin said drinking some coffee.

"Thank God you're OK." Ruby said, "I still have to thank you for helping me earlier."

"Heheh, it's good." Peter was beginning to get out of his bed.

"What are you doing! Lay down!" Pyrrah actually had anger in her voice.

"Nah, I'm good." Peter got up anyways and began heading for the door.

"No you're hurt! Lay down!" Blake commanded and everyone looked at her, " just wanting to help friend." her blush was red like roses.

Peter smiles at her, "I'm fine, see?" he showed them his arm and they see his deep cut had subsided into a scratch. The others calmed down and let him leave, but Ozpin stopped him.

"Actually I'm here to inform you of your team placement." Ozpin told Peter this.

"Team? Wouldn't that make one team of five?" Peter asked.

"Yes, do you wish to know your team."

"Yeah that be great."

"You will be in a five man team with team," Ozpin paused for effect, "Team RWBY."

"What?!" Weiss and Peter asked.

"Yes!" Ruby and Yang say. And Blake just smiles.

"Team leader Ruby Rose, do you accept Peter into your team." Ozpin asked the young huntress in training.

Everyone looks at Ruby and nods or smiles, except Weiss who stood there with arms crossed and Peter who couldn't believe what was happening. "Of course we will accept Peter!" Ruby was ecstatic.

"Verywell from here on out you are known as team RWBYS." Ozpin smiles.

"What's the 'S' stand for?" Ruby asks.

"Scarlet!" Peter says quickly, "Scarlet is my middle name." it was a bad lie, but everyone seemed to buy it. Blake looked at him and smiled.

"Well if you're all feeling better I suggest you all go to your dorms." Ozpin tells them and the students nod in agreement. It had been a long day and they intended on resting.

Team RWBYS walked into their dorm to find a problem... There was only four beds. "I'll sleep on the ground." Peter said wanting to be a gentleman.

"You could sleep with me!" Yang said smiling with her thumb pointing at her chest, "you can rest on my fun pillows." she wanted to keep teasing Peter, but he was just laying in the middle of the floor. Ruby was worried and checked on him.

"He's just asleep." Ruby sighs in relief, and the rest decided to get some rest as well. Initiation at Beacon was complete. Tomorrow is a new day... but not like that one.

 **A/N: Finally finished editing, my phone does not like long chapters, but, it is finished so her you guys go, a long chapter to read after a long day, like the one I had. Can't wait for Baseball season to be over. Laters sheeple. Oh and good night, it's 10:06 right now.**


	11. Deadpool Chapter 2: Metal Schnee Solid

**Deadpool Chapter 2: Metal Schnee Solid**

 **Deadpool: 2 Days Prior**

 ** _We had just gotten a ride home from the dust robbery and we're with Torchwick and the smokin' hot fem fatale known as Cinder_**."So do you guys talk a lot or are you the strong silent type?" **_There was no reply it was at this point that we knew we should shut up... Ayyy! Just kidding that ain't our style. We talked nonstop asking ridiculous questions. Mostly "Where are we going?" because we may have watched the show, but it's not as if they showed what was happening with them a lot I mean the shows called 'RWBY' not 'Cinder' you know?_**

"For the billionth time I will tell you when we get there, Dust it's like speaking to a child." **_The overly British Bond villain tells us. If your wondering when I-_** "We," **_We see him, we give him a top hat and a monocle. Do you see it, yeah can't get that outta your head now can ya'._**

"Oh, Roman be nice to our guest after all he seems to be the only one who can stand up to that red pest." **The vulptious Cinder told the Brit.** "Besides look at him, he had a broken arm and some bullet wounds and most importantly no aura. Yet he has the ability to self regenerate."

"Meaning?" **_Young Winston Churchill asked._**

"Meaning he is much more valuable to our plans than previously thought." **_Damn right_** "Tell me, what are you?"

"Who?" **_Us, dumbass._** "Oh, right! The name's Wade Winston Wilson, aka the Merc with the mouth aka the Regenerative Degenerate aka Deadpool aka Me!" **_We have so much class when we speak._** "Yeah it's also nice the author let US tell the story." **_agreed._**

"Who the hell are you talking to?" **_Me you stupid Brit._**

"Let him be Roman, we are here."

"Oh, Goody! Do I get any toys?" **_we ask,_** "Specifically, do I get any of your personal toys, or do I have to keep that in my Deadpool x RWBY fanfiction?" **_*Wink Wink, Nudge, Nudge*_**

"If you are a good little mercenary, maybe." **_Yes! Best job ever! Of all time._**

 ** _We arrive at the base of operations and who do we find? Not when we expected that's who._** "Woah, Scorpion! What the hell are you doing here?"

"Deadpool? You sonova-" **_Scorpion is cut off by Red-Headed Captain Picard...Thats Roman by the way._**

"Come now Mr. Gargan, you wouldn't want to do that to our ally would you? Not if you want to see your little girl again." **_Scorpion turns around and leaves us alone with a tear forming in his eyes, what a bi-_**

"How'd you do that?" **_we ask,_** "Also, how did you know he had a kid?"

"The answer is simple, simpleton," **_screw you Brit,_** "When you tell people things, don't tell them details about your life."

"So, what the hell did you do?"

"I told him that we know the way home, he just has to listen to us, as I did with all of those White Fang rejects." **_That's funny._**

 ** _We think about our situation for some time,_** "So, do you know the way back?" **_The answer should be obvious._**

"Maybe I do, and maybe I don't. It seems that right now you have to trust me." **_What a dick, it's a 'yes' or 'no' answer. Oh, Uh, yeah, with that said Roman left without mentioning another word... Ugh, hey Author/Narator, can you come back? This is hard!_** That's what she said. **_Not to you._** ONWITHTHESTORY!

Some time passes and Deadpool is seen playing with a paddle ball while watching TV, it is 10:30 the next night, he has been sitting here for hours.

"One, darn it. One, darn it. One, darn it..." **_We suck at this,_** "Yeah, like how Parker sucks at getting chicks!" **_Agreed. Wait, he still hasn't got with one of them yet?_** "No! I swear when I see him, I'm gonna, well I'm gonna-" **_Losing train of thought?_** "Shut up! It doesn't help when you're not helping! Now, what were we talking about?" **_Parker. No chicks._** "Oh, yeah. When I see him I'm gonna make him hit one up, that Velvet chick maybe. He could pull a rabbit out of his mask!" **_Ha, 'cause she's a rabbit. But, why her, I mean, she hasn't even been introduced into the story yet._** "Because it's a good idea," **_Yeah, so was that one you had about turning Parker into a toddler._** "Hey that could work out!"

 ** _Look it's Roman._** "Deadpool! I have a job for you, and you alone."

"Oooh~ do tell Candlestick."

"You will b- what did you call me?"

"Candlestick, get it? 'Cause your name's Roman." **_Ba-zing_**

"Whatever, you need to find me Intel on when the next major Schnee freight comes in. Understood?"

"Got it, but why no back up, what about White Fang?" **_Yeah, I mean, not to be racist, but aren't they like, super-expendable or something? They're like a Hydra, cut off one head two others grow in its place, right?_** "Hail Hydra." **_Or, why not the Six?_**

"It's because we don't want a mess up like during our train robbery." **_Oh Shit! It's Adam... That's our one curse BTW, but still, Adam!_** "The White Fang need to do our part here, in the city."

"Alright, alright, fine! You guys stay here and play GTA Heists, and I'll go risk my life for Dust. Because you know, we don't have enough." Deadpool points to the left with a comical amount of Dust crates. **_We could've said that. Nice idea by the way, you know, one that's your own._**

"Good to see you agree with our plan, you'll be on the next ride out." Roman said.

"Thanks Roman Candles, where to exactly?"

"It seems after the train robbery Schnee has been raising security. Meaning that all of the records are mostly highly inaccessible unless you are given permission. So to fix that, you are going to Atlas, to Mister Schnee's front door."

"So, let me get this straight, you're telling me my job is too infiltrate, penatrate-hehe-and exfiltrate with valuable information about the next major Dust shipment to Vale, where it's coming from, how it's getting here, and where it will be, by sneaking into the richest man on Remnant's house-filled with a ton of guards mind you-and leaving without a trace?"

"No witnesses preferable, yes."

"Sounds like a spy movie!" Deadpool points his fingers as if it were a gun at Roman like in James Bond.

"Your pay is doubled."

"Done, but on one condition."

"What?"

 **Schnee Manor: 1:04 am**

Deadpool sits in a helicopter with a Cigar in hand, and what could only be described as wetwork clothing, waiting to repel down a rope and begin his mission. **_Wrong game, we referenced Metal Gear Solid, stick with that, not CoD MW._** "Shut up I'm focusing." **_Why the tuxedo?_** "Uhh, 'cause, I'm James Bond, duh!"

"Alright! You should repel down now," the pilot said, "remember, you don't have your weapons as per your request, all weapons OSP. Got it." Wade gave the thumbs up and repeled down. **_We get it it's a Metal Gear Solid reference, quit ramming it down our throat._** "Gross."

Deadpool landed in the far east corner of the manor, where he can sneak in using vents. **_Okay, seriously? How could that guard not hear or see us? He's 30 feet away._** "It's Metal Gear Solid logic, the guard can't see or hear you unless your 15 feet away, or in their line of sight." **_Sigh*_** ** _at least that means our job is easy._** "Right let's get started."

Deadpool crouched through the bushes and moved towards the guard being sure to not alert him. Once he was close enough he snapped the guards neck. **_Probably shouldn't have done that. You know he could know something important._** Deadpool finds the vent and removes the grating, "Plot," **_The vent or what I said?_** "Both." Deadpool layed down and began crawling through the vent in order to sneak into the manor. **_Greeaat, now our tux has rat piss and dust on it. And not the good kind of dust either._** "It's fine the tux has plot armor, it won't get dirty."

Deadpool crawled for what seemed like hours finally reaching another grating he looked down to see it was a room. "Too bad this can't be season four, and we totally see Weiss training, she could be our Meryl and she'd be legal too." **_Maybe keep that thought to yourself, huh?_** The two kept crawling until they found a grate that led to an open room with files and papers. "That must be it!" **_Keep your voice down idiot._**

Deadpool opened the grate and dropped into the office down below, "Junk mail, junk mail, junk mail- ooo~ horoscope!" **_What does it say?_** "You won't find what you are looking for..." **_That's it? Gaay._** "No wait, my thumb was covering up the rest... In the first room." **_That's typical._**

Suddenly the knob on the door began to spin and the door began to open. **_Oh, shi-ooot we gotta hide!_** Deadpool went and hid underneath the desk. **_This is kinda like that one scene from 'Back to the Future part II' where Marty is hiding under Strickland's desk._** "Yeah, but we don't get a nudie mag outta the deal." Deadpool whispered.

The door opened all the way to reveal a butler of some kind carrying many folders full of names and dates. "Another hobby for master Schnee, I swear if he keeps up with these he'll run himself ragid." the butler said placing the folders on the table and leaving the room. **_Hobby Huh? Sounds interesting._**

Deadpool got our from under the table and started snooping through the folders. **_These folders have names of all of us that came here in alphabetical order._** "At least the ones whoes name they have." Deadpool looked at the paper in the first folder and found his name.

Name: Deadpool

Profession: Self proclaimed gun for hire

Weapons: Two swords, Antique Guns, Knives, and a Belt of Teloportation.

Psyche: Mentally Unstable

Semblance: Regenerative Factor

Threat level: Extreme

"Awesome, I'm an 'Extreme threat'." **_Antiques? These babies are some of the finest weapons we have!_** Deadpool continued to look through the folders.

Name: Electro

Profession: Unknown

Weapons: None

Psyche: Stable-Extremely intelligent

Semblance: Can Bend Electricity at Will

Threat Level: Minimum and still at large.

"What a loser." **_I can't believe they think we have auras or semblances._** "I can't believe it's not butter!" Deadpool didn't bother to keep looking through the folders because they rarely said anything he didn't already know, or there was no information on. He did manage to sneak something into his back pocket however, which he'd read later. He began searching throughout the mansion for other doors that could lead him to the plans he needed, "If I were plans that need finding where would I hide?" **_Very dialogue heavy chapter this is isn't it?_** "Well it's just you and me as we walk down this hallway. Not as many guards as you'd think, huh?" **_Yeah it's strange, we also don't have anything to use still, so I guess this is more like Snake Tales right?_** "Speaking of snakes, I wonder what Peter is doing right now." **_That was terrible._**

Back at Beacon, Peter sat up from his slumber and sneezes rather loudly, "Bless you." Jaune said in his sleep. Peter looked at his scroll and saw it was 3 am. He rubbed his eyes and shrugged off his feeling of being talked about and went back to sleep.

"What the Hell was that!?" Deadpool yelled as he pulled a knife that turned into a revolver out of a box. **_I_** ** _think it was a cut away. Way to find a weapon by the way, this will help with Grimm and other enemies._** "Yeah, but I don't have Dust bullets." Deadpool stayed in the same spot admiring the craftsmanship of this particular weapon. ** _Great, now we're back to square one, scary square_**. "Shut up Caboose." Deadpool left the room and turned a corner, just to run into guards.

"Hey what the hell is that?" the guards spot the tuxedo man with a red mask on, "You there put your hands up, you can't be here." Deadpool, reluctantly, complied with the guards.

 ** _What the hell are we doing?_** "Complying to their demands." **_But_** **_why?_** "You'll see."

 **Later that same morning: 6:37 am**

Deadpool sat in his holding cell that he was put in at the manor until the guards came, "Come with us," one of them said bluntly, "the boss'll be expecting you." the other finished.

"Man you two are a regular pair of Rosencrantze and Guildensterns." Deadpool mocked the guards.

"Who?" the guard was angry, he felt that what the man said was an insult. Even if he didn't understand it.

"It's Shakespeare you philistines!" **_I don't think they have Shakespeare here._** "It's from Hamlet, that was like, the only play I remember from high school." **_We finished high school?_**

The guards took Deadpool to Jacques Schnee's work room where he was sitting in his chair speaking to someone over his scroll, "...yes. Right, of course. No there have been no complications, I assure you everything is going as planned. Yes I'll speak to you again real soon, James." **_So, Jacques is Ocelot?_** Jacques hung up his scroll and turned to look at Deadpool, "So, I see you two have brought me a spy."

"Yeah, they were tired of you asking for a Super Saiyan God, and figured I was a close second." Deadpool smiled behind his mask.

"He said he has a proposition for you, sir." one of the guards mentions.

"Is that so," Jacques ponders what the request will be for some time staring at Deadpool with eyes full of hate, "I don't do business with those who try to kill me. Do away with him." he said the last part flicking his wrist. The guard pointed his rifle at Deadpool, but began trembling in fear as Deadpool, the man who was about to die, began laughing, maniacally.

"You really think this," Deadpool grabs the tip of the guards barrel and shakes it a bit, "will kill me?" he laughs even harder now. **_Who are we the Joker?_** "Listen, you want to get rid of the White Fang, don't you?" Jacques leaned in closer in interest, "Then I suggest you listen to what I have to say." Deadpool's tone was so serious that John Wick looked like a comedian.

Many hours later Deadpool left the manor with the next couple of shipments on a thumb drive, but he really only needed the next big one, which wouldn't come for about a month or two. **_Sooo~ we're totally gonna have a Halloween and a Christmas special right?_** "Hell, we may get a Thanksgiving special, you know, since the writer is a big turkey." Good one. **_Shhhsh- he's li-sten-ing._** Deadpool arrived at the decided evac zone, as determined by Torchwick. Once there he waited, and waited... and waited. **_Christ it's been like, three hours already._** Just then a helicopter arrived at the point to pick him up. Deadpool got in and noticed it was the same pilot as before, "What up dude! How's the pilots life for ye, hijack any vessels lately?" **_That's a Pirate not a Pilot._**

"Hello Mr. Pool. How was the mission? Did you get what you needed? And what happened to your tux sir?" the pilot, much to Deadpool's surprise, had grown fond of Wade, so much so Deadpool decided to call him Bob.

"Well Bob, if you must know, mission success let's go home, and my tux is like this because I was hit with a few stun rods."

"You're so awesome Mr. Pool!"

"Thanks Bob and I know, now let's go home!" With that Deadpool went back to HQ with what sort of plan he has for the White Fang no one is quite sure, but what is certain is who allegiance is pledged to. **_Yeah, 'cause brothers don't do each other like that._** "What's Peter doing right now?" **_Time?_** "Nine-thirty." **_He's in the middle of the entrance exam, maybe he's fighting the Deathstalker by now._** "Man, I feel sorry for that thing, Peter has gotten really good at fighting Scorpions." **_And Rhino, and Octopi, and Vultures, and Lizards, and other spiders._** "Especially the metal ones." **_Go Spidey._** "Agreed."

Peter had just thrown Pyrrah's shield, Akuô, at the Deathstalker to hand back to Pyrrah and let out a big sneeze. "That's twice now, I think I'm coming down with a cold."

 ** _Another cut-away, I guess we have to end on a high note since we won't be seen for like, five chapters, but at least we have our own._** "What will happen to Deadpool! What are his plans, and will he and Spidey hang out? Find out next time on Spidey and Deadpool's Excellent Adventures!" **_Guitar Noises._**

 **~Omake~**

The Sinister Six are all held up in one room each doing there own thing. Most were told to stay out of Octavius's way while he makes repaires to the mind control chip on the Lizard. "Unbelievable! To think, we are the greatest of the wall crawlers foes all placed together into one group." Doc Ock slams his fist on the table as his metal arms contincontinue repaires, "And to think, we sit here playing second fiddle to that bumbling mercenary!" Ock seethes his teeth and tests the device, and smiles as an electrical current is sent through the Lizards body. Ock smiles at his work _Good,_ he thought.

"I gotta agree with you boss," the Rhino started, "I feel as if we aren't being used to our potential." he sits on the ground eating chips watching the news about a masked vigilante who aided a huntress in stopping a Dust robbery, "Look at this boss, it's him."

"Shut up Rhino, I already know that!" Ock tries to calm himself, "How the hell am I taking orders from him."

"Because that lady's stronger than us, and she told you to listen to that Roman Candle guy."

"I know Rhino, and it's Roman Torchwick."

Suddenly the doors bust open with Deadpool coming inside, "Guess what boys! We all have jobs!" Deadpool hands them paper sheets that show when they will be needed, the only odd man out is Octavius, who will stay behind for RD.

The Six smile at the mercenary, "Wilson," Ock started with a devious grin, "this maybe the greatest news you've given us."

 _~End~_

 **A/N: Sorry for the wait, and that the chapter isn't as long it's just... priorities? I... guess? Look a new RVB came out, so I had to watch that. I had a Baseball game to play on Saturday, and it was Senior day, so it went long, and I watched Rouge One for the _First_ time ever today, so.**

 **I've had most of this chapter written already so it was a little quicker than i thought. Going back to that, my chapters are no longer Pre-Written, which means I am no longer copying and pasting stuff I wrote down months ago, I now have to write everything then edit in a quicker fashion, that being said don't expect me to update almost everyday now expect somewhere in the week or two week range. That makes sense? Basically it's gonna take longer, again sorry for the short chapter and lateness, it's just priorities.**

 **Anyways, thanks for listening, see you in a week or two sheeple, Next Time:First Day.**


	12. First Day

**First Day**

Peter got an early rise and decided to go to the chemistry lab before his classes started, "That means skipping breakfast though." he pulled out his map that was given to him by Ozpin and noted that the time it took him to make his new cartridges and where his first class was, he'd be cutting it close by a couple of minutes, "assuming I run." he added. Peter hurried towards the lab praying they had his materials. Once in the door he began searching every drawer for his supplies. He counted and recounted to make sure he had enough, "Alright, Let's make some magic." Peter then sat there in the lab for about an hour and a half, and made a month's supply of cartridges which he began to slide into his belt. Once at capacity he put the others in a bag and headed to his locker.

In the locker room he noticed he wasn't alone when he saw a familure body with red hair and- _Holy crap, she's naked!_ Peter began backing away until he knocked something over _Damn_ _Parker Luck._

Pyrrah put on her towel and turned towards the sound, "Peter?" she asked, "What are you doing here so early?" no response came, Peter just stood there in shock making sure to keep his eyes fixed on hers. "Huh," Pyrrah looked down and saw she was just in a towel, "Oh! Sorry! I'll put some clothes on."

After the 'Walking in on Pyrrah getting out of the locker room shower' incident, Peter stayed quiet as he put his stuff away, but Pyrrah wanted to play twenty questions. "Are you not used to this? I'm sorry. How are you? Are you sore? Your wound hasn't completely healed, has your aura been drained? Why did you not use any weapons? How were you able to fight like a pro with my shield if you have no formal training with it? Am I asking too many questions? I'm sorry." _What is with this girl? All she does is apologize._ "Why were you staring at me so long? Is that too much to ask? I'm so-"

"Pyrrah. Stop. Apologizing. It's OK." Peter interrupted her, "No, I'm not used to having same sex locker rooms, it's a bit disorienting. I'm fine, yes I'm sore, no I just have a weak aura, I just used your shield like a Frisbee 'cause I've got mad Frisbee skills, and no you're not asking too many questions." Peter felt confident in his answer, but was still redder than an apple.

"Why were you staring at me so long then?"

Peter was taken aback a bit, why did he stare? "I was in a bit of shock, I guess I didn't expect to see anyone in here let alone a girl just getting out of a shower." well it was half-true.

"Sorry"

Peter scoffed, "Stop. It's OK, really."

"What are those in your hands?" Pyrrah pointed to Peter's Web Shooters.

"Oh, these are my weapons," Peter used his quick wit to bullshit on the fly, "you didn't see them yesterday because of my long sleeves, but these are special wrist braces that I created that give me immense strength."

"Ah, that is an interesting weapon. So how did you not break your knuckles when you punched that Deathstalker?" Pyrrah gazed deeply into Peter's eyes, as if looking for any falsehoods.

"Oh, well, what happens is... thaaaatt, the weapon...causes my muscles and bones to be as strong as ten men."

"That's incredible!"

"Yeah, I could lift a small car if I needed to." with the awkward conversation at an end Peter decided to ask his question, "Why were you in the locker room so early?"

"Jogging, all my workout equipment is in there, so I just figured I'd wait until today to bring it to my dorm." Pyrrah said with a smile, "Well this is where the road forks." Peter looked to see they were already by their respective dorms.

"Two roads on a beaten path, And I was sorry I could not travel both..." Peter said quoting Robert Frost. Pyrrah gave him a funny look, "It's from a poem." he mentioned Pyrrah just smiled.

"You'll have to read it to me sometime." with that she went into her dorm. When Peter opened the door for his dorm, all he saw was madness.

"Why is it so dirty in here!" Peter held his arms out pointing to all the junk that littered the room.

"Well, we took a vote, and since you're the only boy, it's your fault," said Ruby, Peter's newly appointed leader with a grin. Peter was about to say something, but she continued, "Yeah, yeah, Yang says we're lucky we didn't find any of your socks, whatever that means." Ruby had a confused face, Weiss was disgusted, Blake was blushing to what Yang was insinuating, and Yang was looking at Peter with a huge grin.

"That's messed up!" Peter practically shouted.

"You see guys, I told you he wasn't like that." Blake came to Peter's defense.

"I mean you can't just blame it all on me, YANG, what about you? I bet if put a black light by your bed, your sheets would be glowing!" the roles reversed it was now Peter with a wide grin and Yang with a shocked expression, Ruby was still confused, Weiss still disgusted and Blake still blushing.

"Well I never," Yang said with a grin.

"When," Peter began, "in fifth grade? Scratch that, make it Filth grade, since that was the end of your innocence." Yang didn't say anything, she didn't have a comeback.

"Damn, you're right," she said, "I got nothing, 'cause it's true. You win, for now." she said the last part with a sinister grin.

"What the hell was that?" Weiss asked in a very annoyed tone, "You know what, it doesn't matter, because now you can help Peter." Peter just shrugged and, wanting to get on Elsa's good side, began picking up trash. Blake walked over towards Peter and started helping him, she gave a light smile and he gave a huge grin in return.

Yang looked at the two working together and smiled, "Daaammn Blake, you stick to Peter better than Spider-Man sticks to walls!" Blake perked up and was red all over her body, it didn't help that Peter was snickering.

"Stop that." she told Peter.

"What? It's funny" Peter's snicker turned into a chuckle, and Blake rolled her eyes, but couldn't help but smile too. _What's happening to me? I've only felt feelings like this for one other person,_ Blake mentally gasped, _I can't be feeling those kinds of feelings, can I?_ Blake's inner mind faught with itself for awhile until the room was "Clean". The group took a couple steps back to see all their stuff, excluding Peter's, was hung neatly and the floor was clean, except for the four beds piled in the middle of the room.

"Dibs on the middle." Peter said, the others gave him a look, "Okay, okay, we can share." Yang smiled, Blake and Ruby blushed and Weiss sent Peter a death glare.

"We're going about this at the wrong angle." Blake commented.

"I think it looks kinda acute." Yang added. Her and Peter smiled and high fived.

Peter snapped his fingers, "I got it, Communal beds," they all glared at him, "hear me out, we push two beds together, overlap the blankets, and all sleep in that bed, we would all be warmer and we get more room." silence, "Yeeaah, I know that was a long shot."

"How about bunk beds!" Ruby yelled out. The girls looked at each other thinking it may not be a good idea, but Peter was already moving beds.

For the next couple of minutes Peter helped the girls by lifting the beds so the girls could get them situated. After about a half hour or so, due to Ruby fumbling around with the ropes that held her bed up, the girls and Peter took a step back and looked at their "Masterpiece" as Peter called it.

"Okay, well now it's obtuse." Yang piped up.

"OK our room is done what else is on your list Ruby?" Weiss asked.

"Well our only class today is Port's and that class starts at 9 them I-"

"Our class begins at nine!!" Weiss interrupted Ruby, "That's in five minutes you dolt! It's 8:55!" Weiss burst out he door with the others, save Ruby and Peter, running after her.

"Why didn't you go?" Ruby asked Peter.

"I'll follow you oh, fearless leader." he responded.

Ruby smiled and widened her eyes, "To class team!" and the two ran out the door with JNPR not far behind.

Sprinting as hard as they could the two teams made it to the classroom with seconds to spare. All but Peter was out of breath.

"Welcome," a booming voice called out. The teams looked up to see a rather large man standing by his desk. He wasn't very tall, he had a big bushy mustache and wore a read sweater of some sort, "Welcome to Grimm Studies! I am your teacher, Professor Port." the rather portly man exclaimed. **_Ha! Portly._** Everyone took a seat and the class began. RWBY and JNPR were last in the class so they had to sit in the front two rows. _This_ _sucks_ Peter thought, _I won't be able to get any shut eye._

"Monsters," Port began, "creatures of the night, but soon you'll call them prey!" he let out a hearty laugh, no one joined him. He cleared his throat and continued, "It is the duty of both Hunters and Huntresses," he stopped to wink and click his tongue at Yang, who could only sink in her chair in embarrassment. Peter leaned in close to Yang and whispered, "I think he, reeaaally, likes you." this comment made Yang's eyes widen and she sunk lower into her chair. _So blondie_ _can't stand the heat of a forbidden relationship?_ **_Boo!_**

Peter got rather drowsey, he saw that Ruby drew a picture of Port that said 'Professor Poop' all he could do was chuckle at her childishness and he layed his head down and closed his eyes. He pictured himself back home helping Aunt May with chores around the house. He then began to imagine himself high above the streets of New York, swinging around to clear his head until his Spider-Sense went off. Peter knew he was dreaming, but the tingling felt so real. Out of pure instinct Peter put his hand up to block what was coming towards his head, which turned out to be a binder Weiss tried to slam on him so he would wake up.

Port turned to Peter with his hand raised, "Ah, yes Mr. Parker thank you for volunteering!"

Peter turned to look at Jaune, who just shrugged, and smiled sheepishly, "For what exactly?" Peter asked.

"You'll see when you come up here."

Peter walked to the front of the class where Port stood, "I hope you're well prepared. I've seen the footage of you in the forest, so I know I won't be disappointed." _We were filmed?_ Peter thought. Peter walked up to the front of the classroom with a very confused look on his face. Port pulled out a large cage that began to shake and rattle. Peter approached it with caution until it shook and practically jumped off the ground. Peter looked back at his team, Weiss was the only one not wishing him luck. Port lifted up his axe, "Mr. Parker, are you ready?" Peter nodded, "Well... Begin!" Port slashed his axe down and the lock busted off and out of the cage came a rather large pig Grimm called a Boarbatusk.

"Porky Pig, haven't heard that name in years." Peter said laughing at himself, "Wait this is it? I thought it was gonna be something scary, like an angry Yang, or Ruby a sugar rush." Yang smiles with the rest of the team except Weiss. _She must be having a bad day_ Peter thought, _I'll make her laugh just you wait._ ** _Yeah! Believe It!_** Peter got in a "ready" stance and waited for the beast to attack.

Blake, Yang and Ruby began cheering on their teammate. Blake pulled out a mini flag that has their team name on it, "Fight well!" she says while having a slight smirk. _He's more than capable of handling that._ she thought.

Ruby smiled and yelled, "Goooo, Peter! Represent Team RWBYS!" Weiss got really irritated at Ruby and said she was 'causing Peter to lose his focus'.

"It's all good Ruby," Peter called out, "I appreciate the motivation."

Ruby looked up and shouted, "Peter look out!" Peter turns his head slightly to see the Boarbatusk coming towards him and sidesteps at the last second. The whole class made a loud audible gasp as they thought for sure that Peter would have gotten at least a broken leg. Peter looks with a grin plastered across his face.

"Wow, you're really fast aren't you? I could've lost my leg." Peter looked at the Grimm in front of him as it was snorting and moving it's legs back and forth, ready to charge Peter. "Awe, is somebody upset?" Peter asked in a baby like voice. The class watches in awe as Peter did nothing but dodge the Grimms attacks. Eventually he ended up in front of a wall, "Oh, no, what ever shall I do. The Grimm could easily kill me." Peter said in a sarcastic tone. The class thought Peter's sarcastic tone was actually sincere as he was in danger if he was someone with little experience. The Boarbatusk charged Peter and he jumped over it causing the Boarbatusk to crash into the wall and get stuck. "Ibbity, Ibbity, that's all folks!" Peter shouted, pleased with his work.

"Hey, shouldn't you get rid of it?" Yang asked. Peter just looked at her and stole one of her gauntlets shells, "Hey!" she shouted. Peter opened the shell and placed the contents onto the Grimm. Afterwards he lights a match and throws it at the Boarbatusk causing an explosion.

"Hey, any of you guys like Barbeque?" Team RWBYS and JNPR laughed at Peter's antics except Weiss.

"Unbelievable!" Weiss shouted, "Can't you take anything seriously?!" Peter didn't say anything.

"Outstanding Mr. Parker, you truly have the makings of a true huntsman," Professor Port told him, "It seems that we are out of time, therefore good day class." everyone got up to leave including Weiss who left in a huff, _Wonder why she dipped so quickly,_ Peter thought. Ruby went chasing after Weiss and Peter would have followed, had Professor Ozpin not stopped him.

Peter tried looking past Ozpin to try and see why Weiss was upset, but all he saw was her throwing her arms in the air, and he couldn't see the saddened face that Ruby had plastered across her face. "The one who leaps, is the first to fall, Mr. Parker." Peter turns and looks at Ozpin with a confused face.

"Ozzy," Peter began, "I don't need any 'inner peace' mumbo-jumbo right now, I have a guy for that, his name is Danny." Ozpin raised an eyebrow and Peter continued, "What I do need is to help my teammate, can you talk to Ruby for me? Make sure she's OK?" Ozpin smiles and nods, and Peter tries to find Weiss. _Find Weiss, talk her down and become friends while we are in this strange world._ Peter thought **_And put the moves on the team,_** _Right, and out the moves on th- "_ Wait what?" _That was weird._

Peter walked down the hall following Weiss to her destination. "Knowing Weiss, she's too prideful to listen to someone like me," Peter whispered to himself, "so maybe she'll listen to somebody like me." Peter rushes to a janitor's closet to change into his costume without the students, or Weiss, noticing.

After changing, Spider-Man climbed on the ceiling following 'Elsa' as he called her. _I swear I've been crawling in circles!_ he thought. Suddenly he saw Weiss at a look out at the top of this particular building, _Oh, finally!_

Weiss had been thinking about what had happened these last few days unsure of herself. She felt that she was easily the most qualified for being team leader. _How could Ozpin choose someone so, so, childish!_ Weiss sighed, "If only 'she' was here, he could save me from this mess." she said rather monotonely.

Weiss lost her train of thought when she heard a thump. "Who needs saving? Is it the beautiful princess, if so that means that I got the right castle this time!" Weiss looks up to see Spider-Man sitting on the wall.

"Spider-Man!" she exclaimed.

"Spider-Man? Where?!" Spidey looked around the room and returned his gaze to Weiss, her face filled with confusion.

"What are you doing here?" she asked, not exactly sure why Spider-Man would be at Beacon talking with her. _What am I doing here?_ Spidey thought, _I could've easily approached her as myself, no need for the charade._ Spidey was silent for some time. Weiss scoffed, "Um, hello? Remnant to Spider-Man, are you there?"

Spidey looked up, "Oh crap, I'm sorry I completely lost my train of thought," he jumped down and rubbed the back of his head, "Uh, what was the question again?" Weiss' eyes twitched _Is this guy serious? What the hell is his problem, what, does he think that he doesn't have to pay attention? Does he think I'll be distracted by his oh~ strong figure..._ Weiss shakes her head, _What am I thinking, I mean it's not like I'll see this guy again, I don't stand a chance-_ her train of thought was cut off by the vigilante. "Uhhhh, you all there Snow White?"

Weiss shot him a look, "What the hell did you just call me?" Weiss was seething and Peter could see it. "Look, just because you saved my life earlier, don't think that I owe you my life and I'll be groveling at your feet." Weiss was staring down the wall-crawler eventually he jumped down to her level. Weiss looked him up and down.

"What? Is there a hole in my suit... again." he asked.

"You look shorter than I remember," Weiss said with a smirk. Peter took offense to being called 'short' but he'll let it slide. "Why do I get to see 'Vale's Vigilante' today, could it be you are calling in that favor?"

"No, I don't like asking for favors. What I'm wondering is, what is your problem with your leader?" Weiss was surprised at his remark, "I mean, she doesn't seem so bad, you should consider yourself lucky."

"Are you crazy!?" Weiss yelled at him, _OK, ow, like I said before, she screams like a banshee_ , Spidey thought. Weiss continued scolding him and practically wrote an essay for why Ruby shouldn't be the leader, "...and worst of all, she's just a child, two years younger than me, what could she know?"

"Well, considering that she's here, as much as you." Weiss scoffed, "Look, I'm just saying that things happen for a reason. Just because she's young don't assume she's going to be a bad leader. Remember, those who jump are usually the first to fall."

"What is that supposed to mean?" Weiss asked, somewhat annoyed that the vigilante was trying to give her advice she's sure she heard from a fortune cookie.

"It means that you assuming Ruby will be a bad leader is just you jumping to conclusions and that you'll never be able to work as a team, and you will be the first to fall in a fight." _Yeah that sounds right._

Weiss thought for a moment, "Then what should I do?"

"Give her a chance, she may surprise you. Try to be like a family, you may even enjoy it." Weiss nods in agreement and Spidey nods his head, "Well I should get going, I got things that I have to do." Spider-Man goes to leave when his wrist is grabbed by Weiss.

"Wait," she pulled him back slightly, "you don't want any favors?" she asked rather suprised.

"None, I don't ask for favors." Weiss came closer to Spider-Man until she wrapped her arms around his body, fully embracing a sentimental hug. Spidey was dumbstruck, he didn't know what to do. Then Weiss began to pull his mask up, buy he stopped her, "I can't let you see who I am, it's for your protection."

Weiss stopped at his nose, "Okay, I understand." she looked into his lenses, "but that doesn't mean I can't repay you for saving me," she leaned forward and kissed the vigilante, completely surprising him. After the kiss, Weiss pushed him back, "Now don't think this means anything, I was just laying you back. Got it?" Spider-Man smiled and nodded, putting his mask back on. Spider-Man. Spider-Man goes to the edge of the building and stands on the ledge. He turns around to look at Weiss, "Will I ever see you again?"

"I'll be around, I have eyes everywhere." with that Spider-Man fell back off the building, firing a web-line just before hitting the ground and swinging away. _Time for some night time patrol._

Weiss stayed on the rooftop for some time watching the vigilante leave and remembering their embrace. Then she turned to leave, "He kisses weird, like he was trying to pull away," she giggled softly, "I guess I caught him off guard." she continued to giggle until it turned into a laugh. _It's late, I should see what my team is doing._ she thought.

Weiss walked into her dorm to see most of her team sleeping, _Weird, where's Peter?_ She walked to her leaders bed to find her asleep, but she fell asleep while studying, _This is pretty impressive, I didn't think she's be so committed to the school._ Weiss looked at the young huntress and felt sympathy for her, she never really gave her leader a chance, _well it's time I do,_ she thought.

Weiss nudged Ruby until she bolted up, "Waugh, Weiss I'm so sorry iwasstudyingandIstartedthinkingofcookies-" Weiss placed her hand over Ruby's mouth to get her to stop talking, but she could still feel her lips moving on her hand.

"Ruby," Weiss called.

"Yeph?" she responded her voice still muffled.

"Shut up." Ruby nodded and Weiss removed her hand, "How do you take your coffee?"

"Uh, I dont-"

"Just answer the damn question!"

"Waugh, cream and five sugar!" she practically blurted for all of Vale to hear. Weiss sighed and went down to her bed and came back a couple of minutes later.

"Here," she said giving Ruby a fresh cup of coffee, "Ruby, I know we kinda got off on the wrong foot, and I know I've been rude, but the truth is I jumped to conclusions with you and I never gave you a chance." Ruby looked at Weiss, "Look the point is that I'm sorry, and even though I may not be the nicest person, just know that I will be your greatest teammate." Weiss disappeared to her bed only to pop up seconds later, "That's wrong by the way," she went down again so she could take a shower, "and Ruby," Ruby looked up, "I always wanted bunk beds as a kid." With that Weiss went to shower leaving a happy Ruby, who now is going over the question she was told was wrong.

In the city Spider-Man swings from building to building looking for crimes to stop. Eventually he sees a bunch of Police officers and paramedics. _Interesting_ he thought. Spidey dropped down by the officers and talked to the first one he saw, which was a cop with short hair and a beard, "What's going on officer?"

The officer looked at the vigilante, "Aren't you that Spider-Man guy?" Spidey nodded, "We got ourselves a rouge hunter, do you think you can handle him?"

"A super powered baddie bent on breaking the rules? This is just a typical Tuesday." with that Spider-Man jumped head first into the building, ready to take down this creep.

To Be Continued...

 **A/N: Haha Finally, it's done. Now because of my phone and how I'm losing service this Friday, the 5th, it may take a little longer than usual, but it will be out... eventually... To cornholio4, id be happy to read your FanFic just PM me when you get it up and going. To everyone else have a nice day. Laters sheeple.**


	13. May 4th Special

**May The 4th With You**

 **It will be some time until the next chapter is up, so I, the Author, have decided to make a Star Wars special with this FanFic. I hope you enjoy, and don't worry none of this is cannon to the story it's just a short to tie you over... plus it's May 4th.**

 **Mos Eisly Canteena:** Spider-Man Skywalker and Qrow "Ben" Branobi approach a table off to the corner in the bar. They were here to search for a pilot to get them to Aldaraan. They go to meet Yang Solo, one of the best smugglers in the Remnant galaxy. "Hello," Branobi addressed.

"How are ya?" Qrow and Spider-Man nodded, "I'm Yang Solo, and this is Bellabaka, or Blakey, if you like." Blakey growled, then spit out something.

"Sorry, think I had some flem." Blakey said slightly embarrassed.

"How do ya do?" Spidey asked. No response came, not a direct one anyways.

"So, what do you need to Aldaraan, supplies, contraband, weapons, Dust?" Solo asked.

Qrow places a large amount of Lien I'm front of him, "How about two passengers and no questions asked." Solo looked at the Lien.

"It's gonna cost more than that." Solo said with a smirk.

Branobi leaned forward, "How much more?"

Solo smiled, "Let's make it 10,000 lien even."

"What? Ten-thousand, come on Ben let's go find someone else, someone not crazy." Spider-Man said.

"Well hold on kid, your paying for the fastest pilot in the galaxy, your paying for quality." Solo said, "Isn't that right Blakey?" Blakey quickly nodded her head up and down.

"How about," Branobi leans back a bit, "We pay you the money, but half now, and the other half after you take us to our location. Do we have a deal?" Yang looked at Blakey who was wide eyed.

"This is perfect Blakey, we can pay off Jabba the Port with this money." Yang whispered to Blakey, but she wasn't too sure. That didn't matter because Solo already made up her mind. "Sounds like you got yourself a deal!" she holds out her hand to shake Branobi's but he gets up and begins to leave with young Skywalker. "I like him." she said to Blakey who was still concerned.

"How the hell are supposed to pay that Ben, we don't have that money." Spider-Man said as the two began to leave the Canteena.

"We'll probably have to sell your speeder." Skywalker nods and the two leave. The two go outside and meet up with their two droids C3Penny-0 and Ruby-D2.

"How'd it go?" Penny-0 asks.

"Boop Beep!" Ruby-D2 responds. Branobi walks up to the droid and pats her head.

"What are you doing?" Ben asks.

"Imitating Penny, that's all I hear from her." Ruby-D2 laughs.

Branobi smiles, "Come we have a ride to catch. The group goes to a docking bay where they find an older ship that looks like its seen some battles.

"This things a piece of junk!" Spider-Man exclaimed.

"Junk!" Solo came from the ship, "This here's Bumblebee, the fastest shio in the galaxy, I've got this baby to make the kessel rub in less than 12 parsecs!"

"That is a unit of distance." Penny-0 said, but Solo ignored her. The group was about to get on board when the Atlesian Empire started shooting at them.

"Stop them, blast them." the troops shouted.

"Blakey get us the hell outta here!" Blakey started up the ship and the group got in the air in record time, but they weren't out of the woods yet. "Damn, they have cruisers on our tails. Time for some evasive maneuvers, then we go to light speed." Yang grabbed the controls and began to move the ship evading the cruisers. "Light speed now!" Blakey hit light speed and the troupe narrowly escaped.

At an Imperial space station, the evil Darth Pool tried to gain information about the rebels from Princess Schnee and she-

"Deadpool!" Spidey yells.

"What? This is good."

"No, it's not, it's gay, reeeeeeeaaalllyy gay."

"Screw you Parker let me finish, we didn't get to the kickass fight between Darth Pool and Qrow Branobi yet."

"I don't care, this was a bad idea, I don't even know how you convinced the author to do this."

"But I-"

"Just end it dude."

"Fine."

 ** _May the Fourth be with you, and watch out for the Revenge of the Fith!_**

 **Happy Star Wars day fellow nerds and sheeple.**


	14. Rouge

**Rouge**

 ** _Deadpool story time! Since we haven't been seen in awhile it's_** ** _very nice that we open things up with how we get to see Spider-Man again and overall what we're doing._**

Deadpool sat in the main room of the giant complex he was in. Next to him was Roman, who was watching the news.

"Unbelievable," Roman said pointing towards the TV, "Deadpool!" he shouted.

"Yyyeesss, Julius Caesar?" Deadpool popped his head by Roman's.

"You see that," Roman pointed towards the TV and Deadpool nodded, "that there warehouse is one of our most important warehouses, the police think it's for shipping electronics to other stores, but what it does is send out weapons and and stolen goods from Atlas."

"And?" Deadpool questioned, "What's going on with it?"

"Some Rogue hunter decided to play mercenary and is trying to destroy it. I need you there pronto." Deadpool didn't move for awhile, Roman sighed, "You can use any weapons in the warehouse to your advantage, just get rid of that hunter!"

Deadpool smiled, gave a mock solute and left. Roman sat at the table rubbing his temples, "That mercenary is the bane of my existence."

"Relax Roman," a female voice told him, "all will work out."

"But that hunter-"

"Will be no problem. Trust me." she reassured him.

 ** _We poofed to the crime scene to find the cops standing outside the warehouse._** "Yo, Burnie, what's going on in there?" The cop turned towards Deadpool and about jumped back in surprise

"There's two of you?" he asked. **_We_** ** _'re not following,_** "I swear I just saw you jump in there." Deadpool looked to the window to see it shattered with webbing all around, **_st_** ** _range we didn't notice that earlier._**

"We better get in there and take out the punk." Deadpool walked through the window and was hit against the wall by a flying projectile. That projectile being Spider-Man. "Spidey? What up bro!?" Wade yelled out.

Spider-Man groaned and got up slowly, he had cuts that his costume hasn't fixed yet and he was bleeding. "Hey Wade," he said holding his side, "what're you up to?"

"Oh, you know, I'm supposed to stop this guy and then protect this warehouse from anyone else, and I think that means you."

"Oh yeah? Hey, here's a thought, how about a temporary truce, and we kick this guy's ass together, huh?" Deadpool was thinking about it and then got shot in the abdomen.

"JESUS CHRIST!" Deadpool was on the ground in pain as the rogue hunter appeared. He had shoulder length black hair that turned red, almost maroon; he had a black trench coat, that had many holsters for what Spidey assumed was Dust; camo pants and combat boots; and on his hands were golden brass knuckles one of them in their gun form, which was a four shots revolver. "His brass knuckles are revolvers? That's sooo cool." **_W_** ** _ow, the author has an original character idea?_**

The man stood before the two and stepped closer to the light, where the hero and the mercenary could see a burn scar across his face. "Hey buddy, names Wade Wilson, what's yours?" Deadpool got up to shake the man's hand, but was shot down again by a bullet to the face.

"My name is Sebastian Rouge, but you can call me, The Boogie Man." Rouge spun his revolvers and hit them against his coat to reload them.

"The Boogie Man? Really?" Spidey retorted, "You sound like a discount WWE wrestler." Rouge pointed his gun at the hero and began to fire, "Yipe!!" Spidey yelled and began dodging bullets left and right. Deadpool began getting up, but was brought down again when Spidey used a metal plate to deflect a bullet, the stray hitting Deadpool in the head again, "Ah, I hate morning migraines too Wade." Spidey joked.

Rouge's weapons clicked, signaling he was out of ammo. He turned his guns into brass knuckles and began fighting the vigilante in hand to hand combat, the hero was doing good at blocking the attacks or dodging them, but when he threw a punch Rouge would counter and Spidey's Spider-Sense couldn't save him, _Da_ _mmit, this guy is too fast_! Spidey thought.

"Your fighting is weak!" the hunter shouted at him, "You are young and inexperienced!" the hunter landed a good jab to Spider-Man's jaw, causing him to fly back. "If you want to beat me you're gonna have to learn to fight!" as he said that a sword ripped through his chest.

"Boom! Deadpool just saved the day!" **_Huzzah_** Rouge began laughing, enough to cause a shiver down Wade's spine, "Why are you laughing? I stabbed you."

"You fool! Don't you know why they called me The Boogie Man?" Wade shook his head, not like Rouge could see him, "They called me that because of my semblance!" after he said that Rouge side stepped to his right causing his body to go through the sword, but nothing was on it, no clothing, no blood, nothing, as if it had only got air.

"Oh, shit." was all Deadpool could say until he was launched back behind a crate where Spidey was. Deadpool popped up right away and got next to Spidey, "OK webs, what's the plan." Spider-Man turned to him and had a blank stare.

"I don't know, I thought you had one." he said at last.

"Was his semblance the reason for the team up?"

"Yep"

"And you were getting your ass kicked even before I got here?"

"Uh-huh."

"Well, I say we just do what we always do." Wade started cocking his Deagles.

"What, you fire aimlessly, maybe hitting them, maybe not, and I attack from the air?" Spidey asked, his lenses forming a questioning look.

"Yeah, what do 'ya say?" Deadpool's guns were drawn and he was ready for a firefight. All Spidey could do was just shrug his shoulders and give a thumbs up. "Yes!" Deadpool exclaimed, "Time to FSU!" Deadpool got out from behind the crate, where he and Rouge began firing at each other bullets flying and going through both of them. The bullets only actually hit Deadpool, but it was a moral victory. **_This is bullshit, everytime we hit him it just phases through his body, everytime he hits us it looks like a Call of Duty jelly screen. "_** Strawberry, only one man would dare give me strawberry..." **_LONESTAR!!!_** The two exchanged clip after clip, bullet after bullet until eventually both were out of ammo. Deadpool put his guns away and stood there bleeding, Rouge did the same, completely unfazed. "Hey Spidey, you wanna help now?" Suddenly Spider-Man dropped down from the ceiling and tried a spear kick to Rouge's face, who caught his foot and slammed him to the ground causing it to crater. "Well that was a smashing success." Deadpool joked.

"Shut up and help me Wade!" Spidey got up to punch his opponent, but his fist fazed through his chest, "Oh, God dammit." Spider-Man said just before he is punched and knocked backwards. As Spider-Man fell he noticed something, a light glow around Rouge.

Deadpool grabbed a random crate and opened it to find an assault rifle and ammo and began firing. Deadpool and Rouge were trading bullets until, for some reason, Rouge retreated behind a wall. **_Okay, now he's mocking us he could easily walk up here and kick out ass._** "Maybe not." Deadpool said.

"Give up, we will be at this all night!" Rouge said from the wall, "You may not die, but your friend will, that, there is no denying."

"Yeah, in your dreams, he'll find a way to come back, I mean, he wouldn't be written our of the story that long just look at Superior Spider-Man." Deadpool began firing at the wall hoping to hit Rouge.

"Deadpool," Spidey said, "did you catch that shining light around his body?"

"Yeah, that's his aura, and it's protecting him." Deadpool told Spidey without taking his eyes off the wall.

"Why would he need an aura to protect him if his semblance is fazing through solid objects?" Spider-Man's eyes widened in realization, "Unless semblances rely on aura, and if his semblace is to protect him, that means his aura is working double time!"

Deadpool snapped his fingers, "Which means to stay with our strategy until he runs out of aura."

"That could take awhile. But it's worth a shot." For the next couple of minutes the two gathered weapons and ammo for Wade, while Spidey was keeping track of Rouge's whereabouts, so he didn't attack them early. "You ready?" Spidey asked.

Deadpool turned to him with akimbo shotguns, "Are you kidding? Bring. It. On." the two started to sweep the warehouse, Spider-Man searched from the ceiling while Deadpool was-

"Wade!" Spider-Man whisper yelled, "What the hell are you doing?"

"I'm sweeping the warehouse, like you said." Deadpool had a broom and dustpan with him. "Come on out Rouge!" Deadpool started to call the Rogue Hunter, "It's just me and _a broom_ here!" Rouge stepped out into the light where Deadpool could see him.

"Are you ready for your nightmare to come true?" Rouge said as almost like a statement.

"What?" Deadpool's eyes had a confused look, "Oh, right! Sorry, I forgot you called yourself 'The Boogeyman, hey is that because you haven't come out of the closet?" Rouge stared at Deadpool, "Get it, 'cause the boogeyman hides in the closet."

"Boo!" Spidey yelled from the ceiling. **_That was pretty bad_** Rouge advanced on Deadpool and began striking him with his fists. Deadpool would avoid a punch every few strikes, but eventually Rouge broke his jaw.

"Agh, Gegus Grise!" Deadpool was holding his jaw I'm pain while Rouge approached him, "Spire-Meh!" Deadpool shouted and Spidey dropped down and ended doing a ground pound because his fist went through Rouge. Spidey quickly got up and began punching and kicking Rouge each attack fazing through him, who simply laughed.

"You can't win boy quit trying!" Several shotgun shells went through Rouge's chest and he looked towards Deadpool, "Enough of this foolishness!" Rouge turned one of his brass knuckles into its revolver form and began to pull the trigger. Just as the gun was about to fire Rouge felt something he hadn't felt in a long time, a fist hitting his face, hard. Rouge flew across the room and crashed into the wall. The Rogue Hunter was on the floor in disbelief. "How-how is this possible? My semblance it-"

"Is powered by your aura." Spider-Man finished, "and when Wade shot you, your aura became to weak to power your semblance. Basically, your Achilles Heel was getting tired." Rouge stood up to feel his face and saw that he was bleeding a lot.

"This isn't over, we will meet again you pest," he then points to Deadpool, "there are a lot of people who want you dead, I'll be back for that bounty!" Rouge turned to leave but was confronted by a huntress. "Goodwitch..." Rouge groaned.

"Hello Sebastian," she replied, "I must say, I'm dissapointed Rouge, what good is a boogeyman, if children are no longer afraid of him." Spider-Man knew that was meant for him but tried to pay it no attention.

"I will not lose to the likes of you Glynda!" Rouge charges Goodwitch but is held back.

"Oh, no!" Spidey shouted his webs connected to Rouge's back, "It's not polite to hit women!" Spidey pulled Rouge towards him, "One, two punch coming!" and Spidey threw one of his strongest punches against an opponent, draining the rest of Rouge's aura, knocking him out.

Goodwitch looked at the downed hunter, "Well, I must say I was wrong about you, your worse than I thought." Spidey frowned, though Glynda couldn't see it, "Don't think for a second I was going to compliment you, your actions were brash, who knows if your plan was going to even work. No, I'm not going to applaud you, I'm going to criticize him." **_G_** ** _od, what a heartless bi-_** "By the way, what happened to that mercenary?" Spidey turned to where Deadpool was and noticed that he bailed, _Oh_ _God dammit._

Deadpool was away at a small restaurant getting food, "Well," he said in between bites, "at least I get paid, and that warehouse is protected. Poor kid though, he's left with the she-devil." **_I_** ** _know right._**

Glynda had walked Rouge to the police cars with specialy designed handcuffs, made to block out someone's semblance. "Come, you have to go back to the dorms, now." Glynda brought Spider-Man to the carrier and got on with him. Once on Spider-Man switched to his street clothes, Glynda was surprised, but had seen the suit work before, just not up close. "You're lucky you weren't killed tonight." Goodwitch said bitterly.

Peter looked down, almost dissapointed in himself. This was an expression that Glynda had not yet seen, "I'm sorry." he said, "I was trying my hardest, I'm just trying to save the day like when I was home."

Glynda looked at the ground almost upset with herself, "Perhaps I've been a little hard on you." Peter looked up, "Look, you are a good kid, and perhaps Ozpin was right to let you come to Beacon, but just know that why I'm hard on you is because I've seen too many young people die, people I've known for a long time, people who are more skilled than you and those same people had something you don't."

"What's that?" Peter asked.

"They had an aura, which you don't, which means you're more vulnerable and I'll be damned if I watch another student die!" she got choked up.

Peter looked down at the ground and then up again, "Could I have that?" he asked.

"Have what?"

"An aura!"

"Well of course you could, I suppose, everybody has an aura, it just has to be unlocked by someone who also has an aura."

"Could you do that for me?" Goodwitch stood in disbelief, "Your right Goodwitch of the South, if I'm gonna survive here, I need to level the playing field, I'm strong, but not that strong."

Glynda couldn't believe her ears, he was admitting she was right. _I guess he deserves it, after all he's going to need it for my class._ "Fine, but I can't teach you how to fight, and I can't guarantee how strong your aura will be."

"Done."

Glynda put her hand on Peter chest, "Relax," she told him. She then began to chant something and Peter's body had a blue hue to it. Once Glynda was done she stepped back, "Done, your aura is now unlocked."

Peter looked around his body, "I don't feel different."

"That's because your aura is weak, it could be because it was meant to be this way, or because you are not of this world, nevertheless your aura is weak." Peter almost looked dissapointed, "Sometimes you don't get lucky kid."

"Yeah, tell me about it." Peter says under his breath. Once at the school Goodwitch dismissed him to his dorm and she went her own way.

Peter arived at his dorm and slowly opened the door as to not disturb his roommates. He walked in to find Weiss still awake and doing homework.

"You're late." she said, "Why?"

"Sorry, I was taking pictures, I have a job to make money you know." Weiss wasn't buying it, so he had to bust out the ol' scroll and show her the pictures he'd taken of Spider-Man.

"You take pictures of Spider-Man?" she asked almost in disbelief.

"Well yeah, I'm a freelance photographer.

"Oh." Weiss said and smiled, "he's nice."

"What, did you meet him recently, 'cause he hasn't told me anything."

"Yeah, he talked to me earl- wait hasn't told you anything?" Weiss was confused and had many questions.

"Yeah, because I take his pictures he and I are close." Peter said still trying to be quiet. "What he tell you?"

"Just things I needed to hear." she said while smiling.

"Oh, well that's good, well better get some rest, we have Glynda's class tomorrow. Peter then went to the bathroom to change into his sleep wear when he came back he laid on the ground.

"Goodnight dunce." Weiss said with a chuckle.

"Goodnight Elsa." Peter laughed a bit too. Tomorrow would bring a new challenge for the team.

Deadpool returned to the base where he met Roman standing at the front waiting for him. "Congratulations are in order I'd say Deadpool." Roman said with a smile.

"Damn straight, where's my new weapons." Roman smiled and brought Deadpool to a back room.

"Here it is, sharper than a zero edge, and Dust imbedded," Deadpool looked at the set of katanas with fire dust imbedded in the blade, "what do you think?"

"I think there is hell to pay." Deadpool turned to the door to leave.

"Where are you going?"

"I have unfinished business to take care of."

At the police station Rouge had just been interrogated and was now sitting in a holding cell with his cuffs still on. Suddenly the lights went out and when they came back on Deadpool was standing in front of him with a piece of paper in his hand. "What the hell do you want?" Rouge asks sarcastically, "You can't kill your monsters."

"I know I can't," Deadpool pulls out his katana and slices Rouge's head off, "because I can't die, and I'm my own monster." He pulls out his scroll, picks up the head and takes a selfie with it. He sent the picture to some number and minutes later he checked his bank account to see he gained 666 thousand lien, **_H_** ** _a, 'cause he's the boogeyman, and that's a demon._** Deadpool sticks the paper on the body all it said was 'Finders Keepers.' "Only one can have a bullshit never die ability in this story. He then teleported our from the station to get some street tacos.

 **A/N: Finally done, and with a nice flight scene. I'll be honest, I thought about. keeping the guy for his weapons alone, butt I couldnt think of a reason to bring him back, what do you guys think? Also new chapter of RWBYP! I was so hyped that's honestly why I started this FanFic in the first place, but look at me still talking when there's science to do! Hope you enjoy, spread the word, leave comments, no seriously leave comments I like them, PM suggestions and pairings. Well Laters sheeple.**

 **Next time: Fight Night Round Uh-Oh**


	15. Fight Night Round Uh-Oh

**Fight Night Round Uh-Oh**

Peter woke up rather poised, perhaps it was the hardest ground he had ever slept on, perhaps it was his insomnia, but one thing is for sure he was awake and he wasn't going back to sleep. _Maybe I should take a shower_ , Peter looked at the alarm clock and saw it was only 2:30, _t_ _hat's like, only three hours of sleep._ he thought, _Oh well, up and at 'em._ Peter got up, stretched popping his back several times. He rubbed his back and looked at his wounds that he suffered, though the molecules were in 'stand by' mode, which was basically like wearing nothing, he could see the wounds and how the suit stopped the bleeding; however, his bruises were still noticeable.

"Maybe you should get a bed." Peter turned to the new voice that belonged to Blake, "I mean, if you're gonna complain at least make it easier on yourself." Blake smiled, "I think Yang is still offering."

"Funny," Peter responded, "what are you doing up?" Peter went and sat next to Blake, who was reading.

Blake looked at her book then back at him, "Uhh, what does it look like."

"Okay, sorry." the two sat in silence for some time until Blake spoke up.

"So, I heard you were quite the hit yesterday." Blake pulled out her scroll to show a news article with pictures of the fight with Rouge.

"Awe, they didn't use the picture I liked." Peter said while looking at Blake's scroll.

"What are you talking about?" she asked.

"I took the pictures." Blake shook her head, but Peter explained, "I went under a pseudonym: Frank West." Peter smiled.

"Why Frank West?"

"'Cause it's funny for me." Blake nodded not knowing the humor of the situation. The two talked for awhile very quietly, but they could still kinda be heard.

"Hey, can't you lovers shut up? I'm trying to sleep." Yang said as she poked her head down, "Well, I don't have to sleep if you want Petey~" she sing songs to Peter who just lightly chuckled.

"I'm going out." he said.

"What for?" the two girls ask in unison.

"To get some air." Peter left the dorm quietly shutting the door. Just as he came out a familiar red-head came out as well, "Hey Pyrrah." he whispered.

Pyrrah looked at where the noise came from and saw Peter waving. "Hello," she said smiling then a thought popped into her head, "would you like to join me? I could use the company on my jog."

"Sure, sounds fun" Peter responded. Before they went jogging Peter snuck into his room to change gaining some strange looks from the girls who were up. Once came back he was wearing the cutoff hoodie and basketball shorts.

Pyrrah laughed, "Doesn't that defeat the purpose of a sweatshirt?" Peter looked down and shrugged, "Well, it looks comfy."

The two began jogging around the perimeter of the school and started small talk. "So, how are you liking your. classes?" Peter asked as they passed some greenhouses.

"They're good, it can be difficult not talking to many people though." she responded, huffing.

"What do you mean?"

"Well, not a lot of the students talk to me, they have this strange idea that I'm levels ahead of them, so they shun me." Pyrrah said in a monotone voice.

"The students avoid you for being too popular? That's a first."

"Yes, but enough about me, how are your classes?" Pyrrah asked hoping to change the subject. The two were just rounding the tower as Peter started to speak.

"Awful, I have sparring today, along with easy stuff like math and chemistry, but still, sparring! I'm an awful fighter." Peter said remembering what Ozpin told him.

"Yes, you are." Pyrrah said thinking Peter didn't hear, but he turned towards her and gave her a slight shove, "What I meant was," she continued, "you need to find someone who can help you hone in your skills and learn how to fight. I'd start with Yang, kickboxing is a very basic martial art to start with." she said huffing more now.

"That's a good idea, maybe I can get her to teach me." Peter thought how much easier life would be if he knew how to fight.

"Precisely!" Pyrrah yelled. The two eventually came back to their starting place, Pyrrah slightly out of breath from talking while Peter was going strong.

The two talked all the way back to their dorms and parted ways. When Peter opened his door he saw that Yang was now in Blake's bed and Blake was in the bathroom. Peter walked to Yang and saw she was out cold, he then looked at her bed, _That does look mighty comfy._ he thought. Peter looked at Yang, then at her bed, then back at Yang, and back at her bed, _W_ _hen in Rome_. he thought and climbed into Yang's bed. "It's so comfy." he said.

"What are you doing?" Blake asked as she got out of the bathroom, her hair sopping wet, but her bow still in her hair.

"Umm, relaxing?" Peter made it sound like a question.

Blake looked at Peter who was in Yang's bed then to Yang who was in her bed, "Whatever." she said as she laid down on her bed.

"Oohh, Blakey I knew you'd come around to me and leave that mean 'ol Parker." Yang wrapped her arms around Blake's waist and began to squeeze.

"Yang! What the hell!" Blake was struggling trying to get out of Yang's death grip. Peter poked his head down to see what was happening and fell out when his view allowed him to see up Blake's kimono.

"Oh, shi-" he stopped as he hit his head, "...ow." the girls looked at him, Yang laughing, Blake with a worried face and the other two girls, who just woke up,looking at them wondering what happened. "No, no guys please, don't everyone get up at once to see if I have a concussion."

"What are you wearing?" Weiss asked.

"Well, this morning I couldn't sleep, so I got up, changed, and went for a jog with Pyrrah." Yang pushed Blake to that side and went to Peter's side so she could hear the story.

"You went jogging with Pyrrah! Peter you dog!" Yang said smiling and patting Peter's chest.

"No, it's not like that, she wanted someone to talk to." Peter replied.

"Oh, so you're the gay friend." Yang laughed. Peter got up and popped his neck, but of all people it was Weiss who answered for him.

"He can't be the gay friend, I mean, have you seen how he looks at Blake?" Yang smiled at the Ice Queens antics. Blake looked at Peter and continually blushed, and turned away quickly when he looked at her.

A couple of hours later the team got dressed for classes. Every other day the team have slightly altered classes where they are rarely together, Mondays and Wednesdays the team had the usual: Dust use, Grimm studies, Peaches class, and physical activities. On those days the group saw each other frequently, but on Tuesdays and Thursdays, or "Easy Days" as Peter called it, the group was never together, except for Peter and Yang, who, for some reason, were in every class together. On these days they had basic knowledge classes, Math, Science, Writing, Outdoor Survival, and Sparring. Their first class was math and Yang was extremely happy that Peter was with her because, as she found out, he was a genius. "God, you are a life saver Peter! I have no idea what we are doing."

"It's like, the first day." Peter responded.

"And?" Yang asked. Due to them having every class together the two became fast friends, it was almost as if they were the same person.

The two walked down the hall to their last class of the day, Sparring. The two have mostly math and science classes today, but sparring is their conditioning.

The two sat in Goodwitch's class where they met the rest of their team and team JNPR, "Welcome students," Goodwitch began, "Today we will be participating and taking notes on sparring, what the two do wrong, how they could improve and how they could win again." the students looked around the room wondering who'd be first.

"I hope one of them is Pyrrah, so that I can laugh at them." Yang whispered to Peter, the two who were becoming best friends shared a chuckle.

"The randomization will begin," Glynda said and the screen began to roll like slot machines, "Peter Parker," she said and Yang patted his back to make him feel better, "Yang Xiao Long, please make your way to the fighting area."

"What!" the two yelled in unison and they looked at each other wide eyed, "Mrs. Goodwitch, I can't fight Peter, he's my best friend." Yang pleadded.

"Yeah, I can't fight Yang either, she's my breast friend." Jaune chuckled at Peter's joke.

"On second thought, I think I'm gonna kick his ass!" Yang yelled and entered the ring.

"Damn." Peter said under his breath. He entered the ring and held up his hand, "Hold up, we need fighting music." Peter opened his scroll and searched his music until he found 'I Burn' "Okay, let's do this." Peter got in his 'ready' stance and Yang got in hers. "Oh, you're a kickboxer? This may be easier than I thought." Yang scoffed at his comment.

"Well I never," she said with her hand against her chest, "at least I don't look like an idiot when I fight." Peter looked at his stance then at his friends.

"I don't look like an idiot, do I?" his friends shook there heads trying to support him, except, surprisingly, for Pyrrah.

"You looks like you've accepted your fate and are waiting to embrace death," she yelled at him. The others look at her even Yang who thought she went to far, "I'm sorry! It's just that your stance is weak. Maybe ask Yang for help?" Peter turned to Yang who lunged forward getting the first strike on his cheek.

He got up rubbing his face and looked above him to see his team cheering for Yang, and team JNPR cheering for him. "What the hell guys!?"

"Sorry Peter," Ruby said, "but you know how it goes, family first." she smiled and continued to cheer on Yang.

"Go Photographer-man!" Jaune shouted. Pyrrah gave Jaune a quizicle look, "What? He takes pictures of Spider-Man, he's a hero all on his own, I mean, do you see the angles he gets!"

"Yes, angles..." Pyrrah started to pay more attention to Peter, watching his every move.

Peter had arched his back like Neo in 'The Matrix' to dodge a flurry of shotgun blasts. "Stop! Dodging!" Yang kept firing blast after blast _God how much ammo does she have?_ Peter thought as he dodged a punch turned blast.

"Geez, fighting you is like fighting Bardock from Dragonball Z, 'cause he has that one attack, riot javelin, which is like a punch plus a blast-" he stopped to duck under her fist, using his position to his advantage he uppercuted the blonde brawler, "Tiger Uppercut!!" Peter knocked Yang back who landed with an audible thud.

"Ow, my ass..." Yang got up and was rubbing her butt. Peter stood there waiting for her to regain her composure.

"Your ass hurts? Is it Saturday already?" the auditorium was silent except for one person laughing, Yang turned to look at who was laughing at her expense.

"OK, who's laughing at me?" she looked for who was laughing, but saw nothing but shadows. She turned her attention back to Peter who was standing with his hands behind his head, "All right millimeter Peter, looks like I get to take my anger out on you." Yang cracked her knuckles to show Peter she meant business.

"Millimeter Peter? Is that because I'm short?" Peter asked.

"Well it means something on your body is small." Yang said with a laugh.

Peter stood kinda heart broken, "Oh... My pride." Peter clenched his chest _T_ _o think I have a crush on her._ Yang advanced towards Peter and threw a left hook, Peter avoided it by moving his head back then Yang did a quick jab to Peter's gut, "OOF!" some air actually escaped his lungs. "You hit way harder than I thought." Yang smiled again and sent a jab towards Peter's face. Peter saw it coming, but knew he couldn't act like he saw everything ahead of time, so he took one for the team.

Yang punched Peter's face, which she was sure would knock him out, but looked to see that his aura was only down a few notches, "What the?" she looked at Peter who smiled a bloody tooth smile at her and spit out a good amount of blood, "What are you made of?" Yang asked, "That punch should have knocked you out." Yang advanced towards Peter again, but this time he grabbed her fist and began twisting her arm, "Nice try!" she tried to shoot Peter with her free hand but all that was heard was a click.

"Somebody's not counting~" Peter said in a sing song voice, "Hey Yang,"

"What!" Yang growled.

"Can I smash you?" Peter asked.

"What?!" Yang loosened up, "Peter I didn't think you'd be so open with this. I think-" Peter pulled Yang towards him and wrapped his arm around the back of her neck so her head was by his waist, he then wrapped his other arm around her waist picked her up and jumped, when they landed Yang's head hit the floor causing a lot of stress on her neck. The two were laying on the floor, Yang with a headache and Peter just twiddling his thumbs. He looked up to see she was almost in the red and he was at about fifty percent, _I messed with her too much._

Pyrrah looked at the fight in awe, "Well, that was certainly interesting." she looked at Yang who was _Crying_? "Um, Ruby, is your sister okay?" she asked, she knew Yang wasn't a crier so she must have been really hurt.

"I don't know." Ruby answered worried for her sister.

Peter got up and stood over Yang, who looked like she was crying. "Uh, Yang, are you okay?" he got closer only for his Spider-Sense to go off, but too late as Yang landed a direct punch to Peter's groin having him collapse immediately.

"You asshole! I thought you were serious!" she looked at the hologram to see she won and walked out with tears on her face, barely noticeable to Ruby who followed her out.

"Mr. Parker," Goodwitch started, "what did you do wrong." all the lights turned on and the class sat laughing at Peter's expense, "Other than making Ms. Xiao Long angry of course."

Peter groaned, thinking of what he did, _S_ _ex jokes...to far_. he mentally noted. "I forgot to wear my cup." he finally let out.

"Take your time Mr. Parker, I'm sure all the males can sympathize with you." Pyrrah turned her head to see Jaune cringing and holding his lower area.

Jaune, Ren, and Blake got up to assist Peter. The three began carrying him out the door towards the infirmary, "Okay, drop me here." the trio put him down and he crawled over to the corner to puke.

Jaune patted Peter's back, "There, there, let it all out."

"That's my line." Peter joked.

"You know Peter, for what it's worth, I thought what you said to Yang was hilarious." Blake said with a smile.

"That was you?" Peter looked up from puking.

"Jaune too." Ren added. Peter looked up and Jaune nodded.

"All jokes aside," Blake added, "you should probably apologize to Yang." Peter nodded and got up to walk back to the dorm, he wasn't going back to class today.

Yang was on the balcony trying to get some fresh air, she'd been up here for a couple of hours now, but she really didn't want anyone to see her with tears. _I can't believe I thought he was serious, I thought he liked me_. she thought. After her thought she heard the door that led to the balcony open and she turned to see Peter walk towards her with flowers.

"I didn't know what you liked, so I got lilacs," Yang frowned, "get it, 'cause you have lilac eyes..." Yang stuck her tongue out at Peter and turned around again. "Uh, I also have roses, for your other eye color," Yang stood staring at the sky, she was giving him the silent treatment. Peter sighed, "Look, Yang, I'm sorry, I didn't mean to say those things, like making fun of you."

Yang turned around her eyes red, "That's not it at all!" she yelled, "I thought you liked me or something! I didn't think you'd say something like that to me and not mean it."

Peter was stunned, "Yang, I do like you, actually I like you way more than I thought I would, but the thing is," Peter was trying to find the right words, "you see I'm scared to fight," Yang's eyes turned back to their original color and she was much calmer now, and slightly confused, "so when I fight I make jokes and I never really know when to stop, and as we saw today, I don't know when to stop against friends. So, I'm sorry."

Yang smiled and gave him a big hug, "It's okay, I forgive you, I don't think a relationship between you and me would be a good idea anyways, people would die of laughter." she said laughing.

"Is that what that is? I swear they're groaning. Also it's a good thing you feel it's best we just stayed friends, things would probably get complicated." Yang nodded and began to leave, "Oh, Yang!" she turned to face him, "Can you teach me kickboxing? I don't have much of a fighting style." she smiled.

"Sure, first things first, what handedness are you?"

"I'm ambidextrous..." Peter said as sternly as possible.

"R-Really? That's... Cool... I guess." she looked at him up and down, "Well, just shadow me, you know, do as I do." Peter nodded, "And be sure to shadow me during sparing too, okay?" she winked and walked off.

"Wait, how is that supposed to help me?"

"There's a method to my madness young grasshopper." she laughed and the two headed back to the dorm.

"Alright team," Yang started when her and Peter got back to the dorm, "who was laughing at me, no fibs." she said pointing her hand up.

"It was Jaune," Weiss said.

"And Blake." Ruby finished.

"Ruby! You weren't supposed to tell her!" Blake yelled. Furious at Weiss and Ruby for breaking a promise.

"Well Blake, this one's on you." Ruby said pointing to Blake.

"What!"

"Yeah, you can't lie to Yang, she's like a human lie detector." Yang stood over Blake her knuckles cracking. But Peter came to Blake's rescue by holding Yang back. After the dust settled the team stayed in their dorm wondering what to do.

"So, does anyone have any stories?" Ruby asked, "It's getting late, we should entertain each other."

"Blake could do a dramatic reading of her book." Peter suggested, Blake looked up from her book with surprise, "Or, I could tell a story."

"You have stories! Oh boy, let's listen girls!" Yang shouted and they started to gather around Peter.

"You guys can't be serious," Weiss said, "are we really doing this?" the rest kept waiving her over and finally she couldn't fight it anymore, "Ugh, fine."

The team all gathered in a circle when there was a knock on the door. "Hello," Pyrrah popped her head through the door, "Nora mentioned a sleep over?"

"Oh, that was me," Yang said, "come in, all of you." team JNPR came into the dorm and sat down. "Hurry and gather round, Peter was just about to start his story."

Everyone gathered to listen, "Okay, this is a story of Fathers and sons, right and wrong, and a franchise that will decide to make itself relevent again twenty years after realese. This is the story of Star Wars, I'm going you start when it gets good, at A New Hope." everyone simultaneously scooted closer to Peter, even Pyrrah was intrigued by this story, "A long time ago, in a galaxy far, far away..."

Deadpool was sitting at a table looking at headlines and watching the news, then he pulled out the paper he took from Schnee.

Name: Spider-Man

Psyche: Stable, Intelligent

Semblance: Proportionate strength and speed of a spider

Weapons: Web-Shooters

Notes: Potentially dangerous, don't hold back, hire all mercenary's willing for a fight. Don't care if he saved my daughter, get rid of him.

"Oh, Spider-Man is gonna want to see this." **_At least that explains Rouge._**

That night, when Spider-Man was on patrol, he met with Wade on top of one of their usual spots. "Hey Webs, what's up!?" Deadpool said when Spidey finally arrived, his patrol done for the night.

"Not much, a lot of people looking for me to kill me, but that's the usual now I guess." Spider-Man said and yawned, he was still tired from his fight earlier today.

"Yeah, yeah... Hey, how's your chances with the girls going?" Wade asked, not wanting to tell Spidey the reason on why people are looking for him.

"Uhh...well I stuck out with one of them today, but really it's for the best. I mean, us two together, that's too many puns for one lifetime. Besides I have you for that." **_He struck out with Yang? This kid has problems if that's happening_**.

"Wow, buddy that sucks, look I'm here for ya." Wade gave Spidey a pitty hug, "Now there's something I need to tell you."

"What?" what happened next, Wade wasn't too sure about. All he remembers is waking up on the building with his neck turned all the way around. **_Do you think he was pissed?_**

"That's an understatement." for the rest of the night Deadpool sat on the roof thinking of when the next major attack on Spidey will be. "If the last guy is any indication, I better be there to help.

 **A/N: Wow done earlier than usual. No, not a harem as I've written that idea out with Yang not being a candidate to steal the hero's heart. Not a lot of Deadpool this chapter, mostly because he didn't really fit until the end.**

 **Actually funny story, I was just gonna end it with that Star Wars joke, but remembered Deadpool grabbed a paper from Schnee Manor. Yeah, so the idea that Spidey has someone that Hayes him in every universe is true, basically, Jacques is a form of JJJ, just taking initiative, like JJ in the animated series when he kinda sorta made Scorpion... You know? Well anyways, keep reviewing it makes me feel liked, also spread the word of this fic I have a goal to get more follows and favorites than someone I'm following. Shout out to my buddy on YouTube, a broom, check him out if you like playthroughs and Uh, yeah, Laters sheeple.**


	16. Vulture Fight

**A/N: So... sorry for delay, my phone does not want to participate in writing this story. I've honestly had this chapter done for like, 2 weeks, but oh well. Heads up, due to my phone being bad so I made some changes.** 'thought' ( **Dead pool thought** ) **F@#in Filler**

 _Great, I have people that want to kill me and Wade knew about it._ Peter thought as he laid on the hard ground in his dorm. He rolled over and felt his back get stiff, _Oh sweet Jesus._ Peter got up and looked at Blake's bed then at his less than great accomadations. "That's it," he said then walked out of his dorm, "I'm making a visit."

Peter walked all the way to an elevator that led to Ozpin's office. He pushed the top button hoping he could get the answers he needed.

Ozpin was in his office drinking coffee and reading a newspaper with Glynda when he heard his door open, "Glynda, you weren't expecting someone were you?" he asked.

"No I thought you were." Goodwitch responded. Both were rather surprised to see Peter walk towards them, both tired and as if he had something that needed answered.

"Ozpin, Goodwitch," Peter started his eyes drifting in and out of sleep, "you need to help me."

"Get back? We don't know how, we've told you that." Glynda responded.

"Not that," Peter said almost bitterly, "I need a bed! I can't take sleeping on the floor anymore, on top of that with all my nightly curriculars, my back is killing me!" Ozpin looked at Peter and smiled.

"If you wanted a bed all you had to do was ask." Peter smiled, "Grab a bed from the dorm next to yours, it should be empty." Peter smiled and shook Ozpin's hand after that he turned to leave, "Oh, and Mr. Parker, don't worry about the door Glynda will fix it later." Goodwitch looked at Ozpin with a scowl. Peter gave a thumbs up and went down the elevator.

"Goodwitch'll fix it, he says, 'leave it to her,' he says, one of these days..." Glynda continued to grumble amongst herself for some time looking at paperwork and the like, until she came across a paper that had 'READ THIS' in bold letters. Glynda just had to read the top part of the important document, "Ozpin, come look at this, it's urgent." Glynda's voice was slightly shakey.

"What is it Glynda I- Oh, my." Ozpin looked at the document and then the note attached to it.

"Lots of Mercs trying to kill Spidey, the next one is extremely dangerous, please protect him.

-Wade Wilson"

"We can't just let him keep doing what he does, he'll end up getting killed!" Glynda yelled out.

"That's not our decision Glynda," Ozpin said staying calm, "but we can warn him, and maybe tell him his friend is looking out for him." Ozpin stared at the document a little longer, "It's a Friday, he may be out longer than usual tonight." Glynda nodded and the two say in the office staring out the window.

"Should I call 'him'?" Glynda asked.

"No, he's on another mission, no, call in the 'under study'." Glynda chuckled a bit at that.

"He's going to be quite upset with you." Glynda smirked as she scrolled through her contacts.

"He'll forgive me, he always does."

Peter found his way to the dorm next to his and thought about trying the door knob first, he didn't really feel like breaking things if he didn't have too. He tried the knob, and sure enough, it was locked. He was about to kick the door open but was stopped by a familiar voice... again, _This does happen a lot._

"Peter, what are you doing?" Jaune asked.

"Oh, Jaune, I wasn't expecting you. What's happening?" Peter asked.

"Well I heard you out here like, talking or something." Peter looked around.

"I wasn't talking." Peter said.

"Oh, must be my imagination, what are you doing?" Jaune asked.

"Well, I'm gonna break down this door and take a bed because Ozzy said I could."

"I think I have a better idea."

Some time passed and the two dragged Pyrrah out of bed and into the hall, literally. She was wearing a red tank top and some booty shorts. She opened her eyes after feeling her body moving, "Ugh, Jaune? Peter? What time is it?" she asked grogaly.

"About 2 am." Jaune responded.

"Ugh, I don't get up for another two hours guys." _Wow, she sounds frustrated._

"Pyrrah, I need you to unlock this door." Jaune said.

"Jaune, I don't see why I can't just break it down." Peter mentioned.

"No, I can do it," Pyrrah got up and put her hand towards the lock. After a few seconds the group heard a click. "There it's unlocked."

"How'd you do that? Are you a magician?" Peter asked with a laugh.

"Well," Pyrrah started, "Ruby has speed, Weiss has her glyphs, I can control poles."

"Oh, wow, your semblance is stripping? That's hot, but still doesn't explain the lock." Pyrrah hit Peter in the back of his head, "OW!"

"Now if you'll excuse me, I have a bed calling for me." Pyrrah said and walked back to her bed wanting to forget what had happened.

Peter and Jaune grabbed a bed from the room and took it to Peter's dorm where he usually sleeps. "Thanks Jaune," Peter said, the two high fived and Jaune went back to his dorm across the way.

"Yo, let's do something today, you know, hang out." Jaune said yawning. Peter nodded and put what sheets he had into his new bed.

Yang woke up from Peter being loud... Again. But when she looked over her bed she saw Peter in a bed of his own. At first she thought she was seeing things, but after a quick double take she was certain that Peter had a bed. _Time for fun._ she thought with a devious smile plastered on her face.

Peter woke up to see Yang on top of him her arms pinning him down. "Yang what the fu-" Yang covered his mouth so he could not be heard.

"First things first young grasshopper, if you wish to train under me you must first learn self-control." Yang smiled and Peter rolled his eyes. "Oh, doubt me now, but trust me, every guy has that trouble." Peter started laughing under Yang's hand, "What?" Yang asked moving her hand.

"You would be someone that knew that," Peter kept laughing.

"I thought you said you weren't going to hit on him anymore." the two turned to see Blake sitting there almost looking uncomfortable.

"It's not what it looks like!" the two say in unison. "I'm just teaching him in the ways of me." Yang said putting her hand on her chest.

"But he's a boy and he doesn't tease other people." Blake responded. Peter was getting tired of Yang being on him, so he tried to roll out, but she still stopped him. "Nope," she said smiling, "you'll have to overpower me to get out of here."

"Yang, you know how strong he is right?" the new voice came from Ruby, who woke up due to a disturbance in the force, as if someone was saying her line.

"Pssh," Yang said waving her hand at Ruby, "come on Rubes, that's all adreadeline, not real strength." Peter than broke out of Yang's death grip, picked her up by her waist- by which Yang gave a yelp in surprise, and threw her towards the floor. "OK, well he has adreadeline now because I got him excited."

"Actually it was the bed, I about died when I was told I could take it." Peter said playing along.

"Where did you get a bed?" Ruby asked.

"I was told I could take it from the dorm next door."

"Of course you were." Blake responded.

Yang got up and dragged Peter out of bed, "Come on Peter, time for a training montage!!"

The two were in the courtyard training. Peter had been 'shadow boxing' for what seemed like hours, "You learn really fast," Yang said smiling with glee. Soon Peter's true test was about to begin, "Alright, time for a quick test, you versus me, got it?"

"Yeah, yeah." the fight doesn't last long, but it ended with Peter losing; basically, Peter was doing well and started to fight Yang as if he was Tyson. Unfortunately, that led to him sending a right hook her way, which connected and tore out some of her hair, she got angry and the punch was something even Peter couldn't defend. After a quick visit to the nurse Peter went to look for Jaune.

"Geez, where is he?" he asked himself.

"Who are you looking for?" Peter jumped in surprise from the voice just to see it was Blake reading in a tree. She waved at him and smiled.

"What are you doing?" Blake tapped her book, "Yeah no shit, I meant, why are in the tree? Did you get stuck?" Peter said the last part with a snicker. Blake rolled her eyes at the comment and dropped down.

"Come on, I'll help you look for your boyfriend." she says trying to tease him.

"Don't be jealous 'cause my man treats me right." Peter and Blake laugh and they start their search.

The duo searched high and low, but couldn't find Jaune anywhere, then they got a tip saying Jaune was in town getting lunch with his oldest sister, apparently she's a cop or something. Once in town the two went to the first place they'd figure he would be at: the local Diner. Sure enough there he was sitting at a table with a beautiful young woman, who had long blonde hair in a French Braid, dangling crescent earrings and as Peter looked closer a wedding ring. As the two approached the siblings, Peter noticed the type of badge that Jaune's sister had, _she's the chief of police? As in the police chief that doesn't like me around here?_ "Hey Jaune," Blake piped up, "Peter was just looking for you, so I brought him here."

Jaune stood up and he and Peter had a homie handshake, "Peter, Blake, this is my oldest sister, Sierra Green." Sierra gets up and shakes Peter and Blake's hands.

"How are ya!?" she says with a huge smile on her face, "Jaune has told me so much about you Mr. Parker," she points to Peter, "says you take pictures of that wall-crawling menace." she says practically spitting venom. _Oh crap, one of them._

"Yeeaah," Peter responds, "it's not much, but it's a livin'." Sierra smiles.

"It must be difficult being a huntsman in training and having a regular job at the same time."

"No, I'm frerelance, so you know, it's just about what paper wants my pictures I'm not commissioned by one paper so I can take my time; find the good ones ya know?" Sierra gave a nod and looked at her watch.

"Damn," she mutters then gives Jaune a hug, "gotta go kiddo, duty calls." Sierra got up and left the diner talking on her radio speaking to some of the other cops. Peter couldn't hear much, but it sounded like some Nevermore was attacking a chapel and she needed as many officers until a Hunter could arrive. _Nevermore in the city?_ Peter thought.

"Well I'm free now, you wanna hang out?" Jaune asked Peter. He was a little upset his sister left, but he understands that sometimes work comes first. _To protect and serve._ he thought.

Both Blake and Peter nod and the trio head out. _Let's check out that Nevermore._ Peter thought.

The group walked in the direction of the chapel, thanks to Peter convincing Jaune that he needed the pictures today so he could get payed. He also mentioned that Spider-Man might be there and Jaune sprung at a chance to see a real superhero.

The area around the chapel was filled with reporters, spectators, and officers trying to keep the mob contained.

"Get back, everybody get back!" the sergeant yelled out. _Hey it's Burnie Burns again!_ "That means you too kid!" he started pointing at Peter. Peter looked around, confused and pointed at himself with a questioning look, "Yes you... smart-ass." the officer said the last part under his breath, but Peter could hear, and he laughed.

Peter looked up to see the window of the chapel break and Vulture fly out, just so he could fly to the top of the building, with someone in hand. "...get more officers in there the birds got the chief." Peter faintly heard and knew it was time to spring into action.

Peter left the crowd, with all the commotion Jaune didn't even notice that Peter left, Blake noticed and smiled, _Go get 'em hero._ Even though Jaune didn't notice Peter missing, a young woman in the crowd had seen him leave, _Looking for better angles Peter?_ she smiled and followed him the best she could.

Peter hid behind a dumpster in an alley and changed the molecules on his suit, _Show time._ he thought. Spider-Man jumped out from behind the dumpster and swung towards the chapel, _Don't worry Jaune, I'll save your sister._

Once in the chapel Spider-Man was immediately confronted by members of the White Fang, "Hey look, Storm Troopers!" he shouted and they all looked at him one of them fired a gun at him, and Spidey didn't even have to dodge it, "Geez, and you shoot like them too." Spider-Man leaped down and began punching mook after mook and dodged every slice and dice they threw at him, until he got to a more experienced member. Spider-Man went to punch the leader of the little group, but instead of hitting him hard he actually hurt his knuckles, "Oh, OW! Agh!" Spidey started waving his hand in the air to shake away the pain, "What is your chest made of!?" the man removed his shirt to reveal his entire left side, from his left peck all the way up his arm and even some of his neck, was robotic. "Cable? I thought you'd hang with Wade, I mean, he's not here right now, but still-" the large Faunus attacked him causing Spider-Man's Spider-Sense to go off. Luckily the hero dodged just in time, unluckily the Faunus pulled out a large war hammer, "Oh, God! He's a Brute Chieftain!" the brute of a Faunus swung his mighty hammer at the hero. Spidey dodged the incoming headache only to see the ground split and crack, "Oh man, that would have been a split headache." he joked. The brute was silent and stayed in the same place for awhile, 'What is he doing?" Spidey thought. Finally the man picked up his hammer grunting heavily as he did so, 'Wait, is that hammer too heavy for him?' sure enough, the large Faunus lifted up the hammer and placed it over his shoulder to support the weight. "Let's do this." Spider-Man said with a smirk under his mask, he then motioned his hand, signalling for the man to come at him.

"Raaugh!!" the Faunus shouts and swings his hammer down only for it to be caught by the hero's hand, "Wh-What!?" the man shouted in disbelief, "How can you-"

"Because I have the proportionate strength of a spider." Spider-Man then grabbed the hammer with both hands and slung it over his shoulder. The Faunus couldn't keep a grip and ended up flying our the window.

Down below Jaune and Blake were still at the crime scene. "Where's Peter, let's go!" Jaune complained.

"He's probably out trying to get good shots." Blake suggest. The two stood for sometime until Pyrrah approached them.

"Pyrrah? What are you doing here?" Jaune asked.

"I was out getting ammunition and armor polish. Then I saw Peter and decided to follow him, eventually I lost track of him and came by you two." Pyrrah looked at the two and was going to tell them her theory on how Peter just disappears, when suddenly a large Faunus came flying out the window and would have hit the pavement had he not been caught by a web strand.

"Woah there," Spider-Man shouted, "oh man that was almost the ending to Donkey Kong... Get it? 'Cause he's a gorilla Faunus." Spidey then saluted Blake and went back inside and Blake blushed. Pyrrah and Jaune turned to Blake.

"Is there something you're not telling us Blake?" Pyrrah asked looking to put this puzzle of hers together.

"Nothing!" Blake shouted. 'Nothing indeed.' Pyrrah thought.

"Spidey climbed the wall of the chapel until his Spider-Sense went off, "What the?" there was a small tink that came by Spider-Man with a blinking light, "Oh shi-" Spidey couldn't finish his thought as he dodged an explosion that came from the now determined bomb. "Come on Vulture! Don't play games with me!" as he said this more bombs started coming down the stairs of the chapel, like in the Spider-Man movie tie-in video game, ( **I hated that level.** ) Oh, hey man, where have you been? ( **Do you honestly think this is the only FanFic that I'm in? Have you not read Project Grimm?** ) That was a cameo, ( **Still counts.** )

After going up a couple of steps the stairs started to crumble, "Oh great." after seeing the stairs begin to fall he saw his opening, "Bingo!" Spidey shot a web line as high as he could and web-zipped his way to the top, "Woo, that was hot, I almost got scorched." what he saw was something he didn't need to see.

"Hey, don't stand there, help me web head!" shouted Sierra Green.

"Chief?" Spider-Man asked in surprise, "What are you doing up here, why are you tied up?"

"That sick Vulture character did this to me, now hurry up and get me down!" Sierra was not impressed by the vigilante for laughing at here predicament, "Quit wasting time asshole!"

"Okay, okay, relax." Spidey went to the Chief's side and ripped of the rope. The chief got up and rubbed her wrist before looking at the vigilante who stood at the same height as her, "I figured you would be taller." she said with a slight smile.

"I figured you had this covered, good thing I don't listen to myself." the Chief frowned at his remark, but heard another explosion, "Listen, I have a plan, but you need you to trust me." Spidey said with his hand outstretched.

"Fine, what can I do?" Spidey wrapped webs around her wrists and lifted her up, "What the hell are you doing!" Spider-Man walked towards the window with Sierra over his shoulders.

"I am getting you down there to warn people of the explosion, so that I can fight Vulture without fear of casualties." Spidey had Sierra repel down using his webbing, "Now go!" he shouted one last time before his confrontation with the Vulture, 'Looks like I'm eating turkey legs tonight.' he joked mentaly.

Sierra was untied by Burnie, "What the hell happened Chief?" he asked trying to get the webbing off his hands.

"The menace is taking one for the team, but the moment he shows his face arrest him, understood?" she asked Burnie. Burnie was silent for some time then nodded, "Good, now, let's get these people outta here." with that the force started pushing the crowd further, deeming the area unsafe.

'Come on Peter.' Blake thought as she mentally held her breath.

Spider-Man reached the top of the chapel where he kicked the door open to find Vulture... And a bunch of cronies at his disposal, "Holy Shit! Haha get it?" Spidey laughed at his own joke, some of the men laughed, but Vulture rolled his eyes. "Oh don't look at me like that Tweety, I mean, I should be the one who's annoyed, the only reason these guys follow you is because of your animal ability."

"Awe, Spider-Man, how I loath thee," the Vulture pointed to the men, "dispose of him, if you do the boss says he'll give you extra pay." the men all jump at the idea and surround Spider-Man immediately.

"Oh goodie, a bunch of guys surrounding me, this must be what it's like to pretty, young thang." the various men that surrounded Spidey all had sharp knives or swords, "Last time I was this close to multiple sharp objects I was at the doctors." Spidey joked. The White Fang continuously surounded Spidey each wondering how they were going to take him down.

"Let's charge him at once!" one said, "Let's all shoot him!" said another.

"We should leave him alone." Spidey shouted with a sarcastic tone. For some reason they all decided to attack one at a time.

"What the hell are you doing!" Vulture shouted, "Ock said you all were incompetent, but he never said you were down right stupid!" after he said that all of the White Fang members on the ground in pain, some with unintentional broken bones, "Great, figures. I never get what I want." Spider-Man started walking towards Vulture with a couple cuts he received, but nothing to serious. "Alright then," Vulture lifted into the air and pulled out a detonator from the back of his belt, Spider-Man's eyes widened as he saw what it was, "With this the bombs in this room will detonate and all of Vale will see the failure and the DEATH of Spider-Man!" Spider-Man shot a web line at Vulture, but it was too late. In a matter of seconds all he could see was white.

Down below the police has driven the civilians to what the chief said would be a safe distance, "Where's Peter? He still can't be there." Jaune said with worry.

"He's around," Blake answered secretly holding in her fear.

Pyrrah looked as if she was going to blow up, her face was red and she wanted to let something out, but didn't have the heart; all she could do was get out pieces of what she had to say, "Oh for Pete's sake, Peter's in the chapel!" she blurted out certain the two would catch on to what she meant.

"Well of course he is, Spider-Man is in there." Jaune responded clearly not putting two and two together like she did, 'God, I wish I could quit you.' Pyrrah thought with a mental facepalm.

Blake was about to say something when an explosion went off at the chapel. Her eyes widened in disbelief and all she could do was yell out a name, "PETER!!!" Blake was on the verge of tears and Pyrrah tried to comfort her. Blake's expression changed almost immediately as she saw the villain that Sierra called Vulture flying with a red and blue person riding it. "Kick his ass Spidey!" she cheered for the hero.

"I didn't take you as a fangirl." Jaune joked. "What about Peter?" Pyrrah went to explain, but Jaune soon got his answer...

After the blinding light subsided Spider-Man realized he was attached to Vulture's hand, "Hey, Vulture airlines, this is a good flight, I just hope we don't crash otherwise we'll be sent to our Tombs." Spider-Man could hear Yang's laugh from here.

At Beacon as she was doing her homework Yang began to laugh hysterically, "What is wrong with you?" Weiss and Ruby asked.

"Nothing," she laughed some more, "I just feel like Peter made a really funny joke."

Spider-Man began climbing his web line towards the Vulture's feet, "You're still alive?" Vulture's said in anger, "Why can't you just die!" Vulture began flailing all over the place and even got a few kicks on Spider-Man's face.

Spidey was dazed by the kick and almost lost consciousness had it not been for his aura protecting him, 'Strange, I thought Glynda said that most people pass out when their aura is depleted, I should ask her about that as soon as-' "Gagh!" Spidey was hit in the head hard this time and momentaraly lost vision, everything was black and he couldn't hear anything, he thought he saw a table with tarot cards on it, but regained his sight of reality after hearing a familure voice call to him.

"Kick his ass Spidey!!" Blake cheered from the ground. Spider-Man smiled and nodded his way to the Vulture's back.

"Let's see what happens when a birdies wings are clipped!" Spidey then tore off one of the wings causing the two to descend with incredible speed towards the ground. "Uh-Oh, this could be going into the rough." the two crashed and a small crater was formed.

Vulture laid down in pain as Spider-Man rose above him, "Guess you were left to your Tombs." and Spider-Man one punch KO'ed Vulture giving him a bloody nose and a temporary concussion.

Spider-Man looked at the chapel and felt an immediate sense of guilt, 'I couldn't save it!' before he could continue mentaly kicking himself he noticed he was surrounded by law enforcement, "Hey fellas," he said with a smile while puting his hands above his head, "isn't there a donut shop you should be investigating?" he laughed lightly.

The Sergeant walked up to him and patted his back, "Good job kid." he said, then pointed at Vulture's unconscious form, which the officers carried away.

Stunned at what had transpired, Spider-Man decided it was best to take advantage of his good luck and swung away. "Now I just have to get back to Blake and Jaune." he said to himself.

Peter hid behind the dumpster he used for cover earlier and changed to his street clothes, and was more than surprised to see Pyrrah waiting for him as he turned the corner, "Uhhhh..." was all he could say.

Blake and Jaune had gone back to the transport ship, "Where's Peter?" Jaune asked impatiently, "Seriously I'm getting worried."

"He's fine Jaune," Blake reassured him, "he sent me a message already, he's just getting his pictures developed." Jaune nodded his head slightly relieved. The two were about to board the transport when Jaune noticed Pyrrah walking towards them with-"Is that Peter?" Blake asked.

"Yeah, but why is Pyrrah pulling him by the ear?"

"OW, OW, OW." Peter said as Pyrrah pulled him towards the two.

"Quiet, you have to tell them exactly what I figured out." Pyrrah said with determination.

"What's going on Peter?" Jaune asked.

"It's... A long story," Peter said nervously rubbing the back of his head. Pyrrah punched his shoulder and had a serious look on her, 'Damn, she's got some serious dagger eyes.' "Well guys... I'm Spider-Man." it was quiet for some time almost awkward on the ride back.

"Cool, that makes sense." Jaune said with a smile.

Pyrrah looked at Jaune with an amazed face, "Seriously?"

"Yeah, I mean, he's ridiculously strong and it's as if he never gets hit."

Pyrrah looked at Blake, "Blake?"

"I already knew." she replied.

"Wow, you guys took this really well." Peter said with a smirk.

Jaune looked at him, "Yeah, well, we're your friends, don't be surprised," he looked down and then back up at him, "And don't worry, I won't tell my sister."

Peter laughs, "Thanks Jaune." he looked at Pyrrah who was looked as if she had something to say, "What's up Pyrrah?"

"It's just I don't know how I feel about you doing what you do." Pyrrah looked as if she was going to cry.

"Pyrrah, I'm not a bad guy." Peter placed his hand on her shoulder, but Pyrrah shakes it off.

"It's not that," she turned and looked at the ground, "What you do should be left to the Hunters, the professionals, with training. Peter, your my friend and I don't know how I'd feel if you died doing this." she turned to face Peter, tears welling up in her eyes, "Your not ready Peter! And I can't believe you two," she pointed to Blake and Jaune, "I can't believe you two just accept this!"

"Pyrrah," Peter gave her a hug, "I can't believe you care so much," he let go of her so he could reassure her, "but it's okay, I've been doing this for almost two years now." Pyrrah looked at him in astonishment as Peter just smiled, "Besides, my rogues gallery is way worse than just that guy, trust me he's pretty easy." Pyrrah, slightly reassured, smiled. Peter brought his fist up by Pyrrah's chest, but she just looked at it.

"What's this?" she asked, Peter was shocked.

"What? It's a fist bump, bump it bro." Pyrrah still looked at his fist nor sure on what to do. "Here, like this." he grabbed her fist and bumped it against his. Blake smiled, happy for Peter for making such a good friend, while Jaune just laughed. "What are you laughing at?" Peter asked with a devious smile, "don't you have motion sickness." Jaune's eyes widened as he looked out the window and immediately ran for the garbage.

"Oh, Jaune!" Pyrrah went to comfort him while Blake went to Peter.

"Sooo..." she started.

"So what?"

"So, it looks like there's a family of us that know your secret. You ever gonna tell the others?"

"In due time, just not now, right now isn't right."

The group arrived at Beacon well past curfew and had to sneak past the night guards to get to their dorms. Once at their respective dorms the group split saying their goodbyes and snuck into their rooms. Peter immediately flopped onto his bed and Blake sat next to him, "What are you doing?" Peter asked, his face in the mattress.

"Nights still young, want to talk?" she asked.

"Actually, I'm kinda tired, do you mind reading to me?" he looked at her with puppy dog eyes.

"You must be joking." Blake said in disbelief, but he kept giving her the eyes. Blake just rolled her eyes and smiled, "Fine." For the rest of the night Blake read through her book until she was sure Peter was asleep. "Geez, now I can sleep." Blake couldn't even get up, before she knew it she was out cold.

 **Deadpool:**

Deadpool arrived with Roman at the chapel to see it in ruins, "Well this is fantastic!" Roman shouted picking up dust remains of the church, "This spot had a lot of Dust, now it's just, just..."

"Dust?" Deadpool finished.

"Exactly! Tch. This is what happens when you trust an aging imbecile and green White Fang members! That spider has spun its last web!"

Deadpool stopped what he was doing and looked at Roman, "What do you mean?"

"Let's just say, that spider better be ready for a 'sweet' surprise." Ronan began to laugh like an evil villain.

"Shit/ **Shit**..."

 **A/N: I don't like this chapter as much**


	17. Good News Everyone!

**New Update!!!**

 _Guess who's back, back again, Nerd is back, tell a friend, Guess who's back, Guess who's back, Guess who's back, Ba-ack Back._

Good News, Ive requied a new phone... Which means I can start typing out the story again, so, starting this week, I'm going to start writing again, dont think i haven't been thinking about this for months. First, I'm going to do a Deadpool chapter as promised, second I have a plan to do a Halloween special come October for the whole month a four parter. This Special will be a seperate story and not connected to the overall story in any way, think of it like the Dragon Ball movies - they are there, but its an alternate time line. And dont worry it wont be attached to this story it will _Literally_ be its own story on my page.

So, as for the true story, I'm at a bit of a loss, both at the feed back I've recieved and the overall story. You see, I have and end planned, but not a middle, I'll dance with some things so if it seems like there is filler its because there is. I don't mind time skips, its just RWBY did it so much you know? I'm want to limit it by seeing things in between, so who knows, even though its a Spidey and Deadpool story maybe we'll see a chapter about one of the other characters like Weiss or one of the Six like Scorpion.

Anyways let me know what you think, meanwhile I'll get started again... Tomorrow or Monday, depends on when I'm off.

Oh! P.S. Who went to Comic-Con International this year? I did, it was my first and was blown away! I dont care what anyone says, I think MvCI is fun...just kinda... slower, oh well theres always UMvC3 and BlazBlue crosstag tournament.

Well laters sheeple!!


	18. Chapter 16

**I'm back, here's my sorry present. I'll get to work on the next chapter tomorrow. See ya at the end of the chapter.**

 **The One Where Plot Occurs**

 **Deadpool**

Deadpool had just finished writing the message for Glynda and Ozpin to see. **_So, I'm guessing this chapter will be taking place between the last chapter?_** "Exactly, like we always do. I just hope that Goodwitch and Ozpin send someone good to help me out." **_Maybe we'll get Qrow!_** "Oooohhh that would be sooooo kickass!"

Deadpool adjusted his teloportation belt to Ozpin's office and placed the note in plain sight with big bold letters that say 'READ THIS'. After neatly placing the note where he's sure Ozpin or Goodwitch would find it, he dipped.

Deadpool popped into the middle of Vale City and began walking around to find a shop of some kind, **_Like a coffee shop, or a late night dive bar. You know, someplace classy._** Deadpool eventually stopped at a nudie bar, **_like I said, classy._** "They have awesome potato skins." He walked inside and the first thing he noticed was the loud obnoxious music that played the same beat over and over again, **_Untz, untz, untz._** Wade took a seat at the bar when one of the girls approached him.

"Hey, you're that spider guy right?" she asked leaning in real close.

"Um, actually-" Wade started, but was cut off.

"Because, if you are, I'll give you the ride of your life. Free of charge for a hero of course." Wade's ears perked up at that last part. He took a couple of shots and chugged some guys beer.

"Damn right I am baby! I'm Spider-Man!" big mistake. As soon as he said that two gunshots were fired. One hit the beer bottle, the other was a warning shot. From the shadows a small slender woman with brown and pink hair and eyes to match, with a black under shirt that looked like a one piece and a white jacket, holding an umbrella in one hand and a scotch on rocks in the other. She looked up, finished her drink and smirked, her eyes changing color in the process.

"Um, hello? Can I help you beautiful?" Wade asked. At this point everyone cleared out not wanting to get in the crossfire after the girl fired a gun. The girl simply smirked and advanced onto him causing a few quick slices here and there, "YEE-OWW!!" Deadpool screamed after the attack. He then was launched across the floor onto the stage next to the pole, where the music was really loud. **_Holy shit, she's as fast as Spidey!_** "I noticed!" Wade had to practically shout just to talk.

"Hey!!" Wade shouted at the girl who was sitting cross legged on the counter of the bar, "BANG!" Wade pulled out his gun and shot the rocks glass the female was holding. She looked at him and frowned her eyes changing color, then quickly jumped down in front of Wade, "Lets get this show on the road! Hey author, que that fighting music!" Wade? **_Music que: Bangarang._**

The girl made the first move by lunging at the mercenary who simply sidestepped and attempted to smack her face with the butt of his Deagle, but she grabbed his wrist with her free hand, spun around and performed a judo throw disarming him in the process. **_Well there goes our gun,_** "It's fine, that's a high caliber gun, if she shoots it her arm will fly off." the girl noticed the iron sights on the side and held the gun sideways. Wade's eyes widened in fear, ** _Well...shit._** The girl fired in rapid succesion with little to no recoil affecting her aim.

"Crap, oh crap, ohcrapohcrapohcrap RUNNING, RUNNING, RUNNING!" he dove behind the bar and noticed he had been shot twice, once in the ass, and once in his chest. "That bitch! She unloaded a round in my ass, and didn't even use protection!" Wade looked up to see her looking down on him smiling. "Well shit..." the girl pointed tge gun to his head and pulled the trigger, but it just clicked empty. She furrowed her eyebrow and frowned, dropping the gun. She then gave Deadpool a quizical look and held up six fingers as if it was a question, "Of course it only has six shots," he responded and then stood up to be eye to eye with her, "it's a .44 caliber, if you can't get the job done in six shots you shouldn't be using it." the girl smiled and stabbed him with her umbrella. Wade screamed in pain as she stuck the blade deeper into his abdomen and twisted, "Ah, I think I saw this in a porno once. It was called 'Unsuspecting guy gets sword in strip joint'." the girl smiled trying to supress some form of laughter.

"You like that one ice cream?" the girl gained a serious look again and shook her head, "Well here's another one, the sequal was called 'The Unsespecting Petite Sweet Girl gets Sword in Multiple Holes'." Deadpool then pulled out his new katanas and attempted to stab the girl only for her to parry his attack. She then pulled a sword from the handle of the umbrella and pointed it towards Wade in a somewhat fencing stance. Wade held one katana in a reverse grip in front of him while the other was in a normal grip held behind his head.

The girl's smile grew even bigger now. The two stood in front of each other for awhile just waiting for the other to advance, **_Screw this, lets fight already!_** Deadpool launched towards the girl and went to slice her throat she simply lifted her blade up and deflected his slice. The two exchanged slices each deflecting the others slices, eventually Wade pulled out his other Deagle and started using his 'Gunkata' fighting, sending bullets towards her which she narrowly dodged and even got a few scrapes. Anger in her eyes and teeth seething from pain the female lunged at Wade with a full intention to kill. Wade lunged at her too with too much excitement in his voice, "Yes! It's cuttin' time!"

Suddenly the door to the strip club bursts open and Roman barges in, "Deadpool! Don't!" he holds his hand out to stop him, Deadpool stops and turns his head towards Roman.

"Torchwick?" **_How'd he know we were here._** Suddenly Wade felt a little lighter than he usually did. **_Hey, you ever get that feeling like you forgot about something? Like, something important?_** Deadpool looked down to see his right arm was missing. "Oh come on!!" Deadpool yelled while pointing at his missing arm. The girl cocked a brow, but decided to finish the job.

"Neo, DON'T!" Roman shouted and Neo stopped, blade inches away from Deadpool's neck. She looked at him with a confused look and pulled out a picture of a headshot of Spider-Man. Roman looks at the picture and then laughs, "This guy isn't Spider-Man," he keeps looking and Neo keeps doing double takes of Deadpool and the headshot, going so far as to put the picture right next to Deadpool's head, "That there is our mercenary ally, Deadpool. Haha, he just has a simular costume to that wall crawling freak!" Roman kept laughing and Neo put away her blade.

Deadpool leaned over to her real nonchalantly and nudged her shoulder, "Hey, while our buddy is going crazy do you mind lending me a hand?" Neo put her hands by her head in a 'I don't know' fashion. Deadpool pointed to his arm and Neo complied. She handed the arm to Deadpool who began attaching it to his right side, "Don't worry, it's not always limp like this." Neo smiled and sent a wink towards Deadpool, **_Oh, SCORE!!_** "Hey, I gotta _hand_ it to ya," he said holding his still dismembered arm and waving it in her face, he swore he heard a stifled laugh, "you're an extremely good fighter. Been awhile since I've had a good sword fight." This time Neo was laughing audibly and pointed at Roman with one hand and Deadpool with the other and eventually made a peeing motion. "Oh, that's funny." Deadpool said with a chuckle as his arm finally reattached.

"Well," Roman started, "now that you two are acquainted we should get going." he began to leave but Neo stopped him, "What?" Neo began all these motions that Deapool couldnt keep up with, **_What the hell is she doing? Can Roman actually follow this?_** "What do you mean you like him!" Roman practically shouted, **_Well there's our answer I guess._** "Why do you like him?" Neo made a smile motion with her index finger then pointed at Deadpool and motioned for him to come over.

"Fine by me." Deadpool approached the two and Neo pulled out her scroll and pointed to it, to which Deadpool did the same, "Yes, this is a scroll," he points to Torchwick, "That is a Roman." Neo rolled her eyes and smiled in the process she grabbed Wade's scroll and put her number in it. She gave it back to Wade and soon he got a message from her _'This is my scroll number, DON'T FORGET IT!'_ Wade gave a thumbs up and after a few moments after the trio was outside the club he received another message from Neo, a _lewd_ photo of her with text that read ' _We will be seeing a lot of each other ;) Can't wait to be working with you.'_ Deadpool's mind exploded, all he could see was fireworks and only one word came to mind. "GGOOOOOOOOOOOOOAAAAAAAAAAAALLLLLLLLLLLLLL!!!!!" he yelled at the top of his lungs while doing a power slide.

Roman leans close to Neo and whispers in her ear, "I think he likes you." Neo sent Roman a message too. 'Duh'

Later in the day Deadpool's plan of action started. While Vulture and some White Fang guys defend a cathedral, he went and did his thing. **_Those guys are so screwed, most of them are green as grass._** "I know."

Deadpool walked into a small diner in his 'Civilian Outfit' which is just a hoodie and jeans while his costume is off. He went ahead and asked Junior to do him a favor by looking up whatever mercs were currently on Spidey's tail. Junior of course complied because Deadpool threatened to bring the blond chick back. He soon got a call from Junior and he answered.

" _Okay, dude, listen,"_ Junior started, " _this guy is pretty dangerous. Ex-sergeant major of the Atlesian Army. Sergeant Major Max Gaines."_

"Uh-huh," Deadpool said munching into a sandwhich, "do tell." he said with his mouth full.

" _That's it._ " was Junior's response.

"What do you mean that's it?"

" _I mean that's it, you want more information on the guy, hack into his personnel records, get rid of all the black ink._ "

"That's just great," Wade sighed, "whatever, thanks anyways." and hung up. **_What do we do now?_** "What we always do, take names and kick ass." a waitress brought him some coffee, "Oo~ can I get some more cream and sugar?"

 **Four Hours Later: Just Outside the Cathedral**

 ** _Okay, so there's the Cathedral, where's this Lt. Mjr. Max Gaines?_** "How would I know, I don't even know if we're gonna get help on this." Just then, off in the distance, Wade saw a man setting up what looked to be a sniper rifle on a roof. "Lets do this."

OoOoOoOoOoOoOoOoOo

Taiyang Xiao Long was a simple man who wanted nothing more than to be retired from hunting and to just teach the next generation of hunters at Signal Academy. What he got today was a note that made him groan in dissapointment ' _Tai, I know you are busy but Ozpin and I need your help. You see there is this boy that Ozpin believes could be a great asset to us and...'_ Taiyang didn't read the rest he just decided to respond ' _Glynda, who taught you how to text? 20 words or less woman!!'_ he received a message immediately.

 _'This is serious.'_ Glynda responded.

 _'I know it is, I teach school, not attend it, I put reading paragraphs behind me. Learn from this example.'_ Taiyang read his message and laughed at himself, so he sent another one, _'BTW that was 20 words exactly.'_ silence for some time.

 _'Tai, this boy could help the world, not to mention he's your daughter's friend, you wouldnt want either of them to be upset would you?'_ Taiyang shook in his shoes, _Oh man, if the girls are upset that means I have to confort them... that's a lot of money out of my wallet._

Eventually he responded, ' _Where's this kid at.'_

 _'Watch the news, you'll be helping an ally of this young man, a Gun for Hire that goes by the name Deadpool. We've seen footage, look for a man in a red and black costume.'_

"Great." he said aloud with a sigh. "Better go help out this 'Deadpool'."

That was almost ten hours ago and now here was Taiyang, next to some wierdo in red and black spandex laced with bullet holes, and some ex-military turned mercenary with an alcohol problem.

"Dude, this is ridiculous!" Deadpool shouts and Taiyang turned towards him.

"What is, your suit, or that guys no doubt crippling depression." Taiyang says trying to make light of the situation. Deadpool let out a chuckle.

"No, the fact that I ask for help and they send you and not someone like Qrow!"

Tai gave a look as if he was hurt, "I'm just as good as Qrow!" he yells in a jealous tone.

"Yeah, I don't exactly need hand-to-hand help, I need range, this guy uses guns, and is really good at avoiding bullets for some reason!" he shouted that last part, "Besides, where the hell are your weapons?!" Deadpool looks at Tai who has his basic clothing and nothing to indicate a weapon of any kind.

Taiyang and just shrugged, "It was in the spur of the moment, those things are lost in a mountain of boxes." The two both moved quickly as a couple shots from Max Gaines' Berettas. **_Oh, I guess they do have regular guns here, and it's not all gunswords. _**"Hey, I have a plan..." Whatever Taiyang was going to say was cut out by Deadpool's plan: a frontal assault.

"Not guts, no nuts!" Deadpool yelled out as he goes after Gaines with his katanas taking a couple of bullets and also deflecting a few as well.

Tai sighs, "Yeah, I'm the dumb one." Tai went into a flanking position to fight off Gaines. Gaines sees this and uses his semblance. Time slows and he becomes super focused, he jumps to the side and starts firing off his Berettas, Deadpool notices this and blocks the bullets heading towards Taiyang, but unfortunately gets hit in the head, **_This is what we get for being good, a head full of bullets getting assistance from a retired hunter; but if were bad we get awesome suggestive photos from Neo!_** Deadpool got up from ths assistance of Taiyang.

"Come on merc! We got a guy that needs to get merced!" Tai said picking up Wade to his feet. **_God, this is awful. I'm pretty sure that cop that's voiced by Burnie is on the street too._** The two chase after Gaines to the edge of the roof.

"That bounty is mine." he jumps off the roof towards the window of the cathedral and crashes through it. Both Wade and Tai follow Wade using a martial arts jump and Taiyang prefering a dolphin dive. Wade shot out the rest of the glass to make things easier, but that didn't happen because he missed the window completely, like, Taiyang was fine he was already through, but Wade face planted against the wall and completely fell to the ground.

"Ow, God dammit." Deadpool stands up and walks around going through the crowd and walking past a trio of students. Deadpool stops and turns to them, "Hey do any of you kids have rounds for a .44 caliber Deagle?" Jaune and Pyrrah shake there heads, Wade looks at Blake who asks a question to his question.

"What do you need it for?" she asks.

 ** _What a stupid question,_** "Be nice, anyway I need it for this." Deadpool pulls out his Deagle and Blake stifles a laugh, "What's so funny?"

"Your gun is ancient, have you considered buying a newer gun." Deadpool leaned in real close so only Blake could hear him.

"I need it to help your Spider boyfriend." Wade winks and Blake pulls out to clips ti her Gambul Shroud.

"Thanks." Deadpool puts away his Deagle and pulled out a 9mm that was tucked by his ass. "Backup plan," he cocks his gun for effect, "is a go." he looks at Blake one last time, "Hey so what's your guys' ship name? Is it like Black Spider or something?" Blake blushed and Deadpool ran to the front door. **_Allright lets do this!_** "Leeeeeerrrroooooyyyyy Jeeennnnnnkkkiiiinsss!!!!" Deadpool kicked open the front door of the cathedral with his gun in hand, but stopped almost immediately, "Oh, right, Spidey was just here." **_Well to the top._**

Deadpool ran up the stairs until an explosion occured causing the rest of the stairs to collapse, "Doh, Jesus Christ!" he would have fell but grabbed the ledge at the last second, "the last thing I wanted was to climb back up." **_We could just teleport..._** "..." "Fuuuuu-"

 **Meanwhile with Taiyang**

Taiyang was handling the mercenary ratger well, when the guy didn't have the distance to fire his guns at him, "Man, you're relentless." the merc ignored him, "not a talker? That's okay I'll talk with tge other dude once he gets here." Just tgen Wade kicked open the door with his gun in his hand.

"Now I've got you!" **_That was the fifth door on this floor we kicked open, not to mention all the other doors we kicked open on the last three floors._** "Shut up." Wade looked up but saw Taiyang on the ground and Gaines had dashed into the next room, "God! Dammit!" Deadpool picked up Tai and began running towards the door with him in tow.

Bursting through the door Deadpool saw Gaines pull out a grenade to throw at Spidey, "Nope!" Wade tackles Gaines in time and he lets go of the grenade, unfortunately it rolls towards an assortment of armed explosives and fire dust.

Taiyang could already feel the pain, "Oh, shi-" a huge explosion went off and everything momentarily went white. When Tai's vision returned everything was on fire and the building was starting to collapse, but as long as this Max Gaines wasn't behind bars the spider kid would be in danger. Gaines got up with his weapons depleted, so he opted for hand-to-hand. Tai smiled and did the same. Deadpool looked at the two and then the burning building and finally at the rafters that were starting to break apart, "Dude, screw this." he pointed his gun upward and began firing. Eventually he was able to destroy tge wood on the rafters enough to cause it to collapse falling on Max Gaines and crushing him. **_Well that was anticlimactic._**

"Well, that was a _smashing_ success." Taiyang said with a smile. Deadpool deadpanned him for a bit and then put his hand up.

"Up top, my man." the two high fived and began for tge door when some debris blocked there path.

"What do we do now?" Taiyang asked.

Wade grabbed ahold of Tai and turned on his teleporter belt, "ZAP!" he screamed and the two vanished ending up in Ozpin's office. There Glynda and Ozpin were discussing buisness and trying to get in contact with Taiyang. "I believe this," Deadpool pointed to Taiyang, "is yours." then as quickly as he came he left leaving Taiyang in Ozpin's office.

"Tai?" Glynda said confused looking at tge rubble and ash that covered his body, "What happened to you?"

Tai just rubbed the back of his head and smirked, "That's...a _long_ story."

OoOoOoOoOoOoOoOoOoOo

Deadpool had just popped out of the office onto a rooftop in the middle of Vale City, "Damn, this thing is malfuntioning again." **_Oh well it has plot armor it will be fine._** "Man that fight sure took a lot outta me I feel like I'm gonna- uhhh-" Deadpool fell unconscious on top of the roof.

Deadpool woke up in a room completely blacked out, the only thing that could be made out was a desk and three chairs, two which were nearest him. Not knowing what else to do he approached the table and pulled out a chair, in just a little bit he heard a voice.

"Wade?" **_That's Peter. How'd he get here?_** "Wade why are we here?"

"Dude, I just got here."

Soon a voice answered their questions, "Evening gentlemen." the two look in front of them where an old blind woman with a long red dress with a giant white spider on the front.

"Who the hell is this chick?" Deadpool asked not necessarily directing it to anyone.

"Hey Madame Web." Peter waved and Web smiled.

"Boys I've called you here because I want to tell you your pupose for being here."

"You know how we got here!" the two say in unison and she nods.

"This world is in danger and its threat is plotting to go to other worlds after this one is gone. I need you to save it, both of you." the two were speechless, so Madame Web continued, "I have tarot cards here to tell you of your future in this world." she brought out a set of cards and randomly drew a few, "Mr. Wilson, for you, oh...interesting." she pulled out a card that said 'The Illusionist' "The Illusionist, is a character whose motives are unclear, keep them close, they may seem bad at first, but they may surprise you." Deadpool nodded and picked up the card he looked at Web, "You may keep it."

Web looks to Peter, "Mr. Parker, as for you, ah, King Arthur. A lengend of your world, and it is unsure whether he existed or not, but he lives forever because of his legend."

"Are you telling me I'm gonna die!" Peter shouted.

"Not necessarily, just that when it happens you will be remembered." **_Well that's totally not foreshadowing at all_** Web gestured to the two, "Now go, your journey awaits. And remember Mr. Parker, follow the Rose."

Deadpool laughed, "Yeah Peter, follow the Red Rose and see how deep the hole goes. Hahaha!" After that a flash of light appeared and Deadpool woke up on the roof with Neo looking down on him with a smile, "Hey there beautiful, I was just star gazing, but it seems I was looking in the wrong direction 'cause all I found were a pair of mountains." Neo smiled and helped Deadpool up. She looked him up and down and patted him on the back, "You know, I wish there was a way we could communicate and not through text." Neo looked at him and began removing his mask, soon she saw his whole face with every scar and blemish. Istead of being disgusted, she smiled a warm smile **_Damn she's B-E-A-UTIFUL._** After staring into his eyes awhile she made a form of psycho kinetic link, that could only be formed when close enough, _This is why I don't talk, I only have reason to talk with people I trust, Roman and now you._ Deadpool blinked a few times and grabbed her shoulders, "Tell me more!"

 **Peter**

Peter's eyes shot open after his 'talk' with Madame Web. He didn't know what to think, but something else was wierd, he felt... warmer. He looked down to see the sleeping form of Blake on his chest, _What the hell, why is she- ooooohh, that's right, I asked her to read to me. She must've fell asleep._ Peter kept looking at Blake then smiled, _Well, when in Rome._ He began scratching her head by her cat ears and she began _Purring?_ he smiled, _Oh this is too great._

Peter kept scratching Blake's head, "Mm, so good." she mumbled and Peter chuckled, "Ugh, don't stop." Peter stopped, _Okay, that situation got uncomfortable fast._ Blake gripped Peter's arm more and snuggled against his chest. _Oh, this is gonna be awkward... It'll be fine, the girls will understand._

 ** _...No they won't._**

 **DONE! First chapter with a new phone, and you know what, you guys can say what you want about this chapter, because so far it's my favorite. The fight with Neo, was one of my favorite parts, although there was an alternate version I came up with where Neo kidnaps Deadpool for Roman saying it's Spider-Man and then that bit that happens happens. Still Real fun, its my first chapter finished since work started, but harvest is over which means more time for me to write.**

 **Anyways thank you for waiting and all the positive reviews, it makes me happy to be as popular as The Amazing RWBY Spider as well, which is one of my favorite stories next to RWBYP. Also shout out to** **cornholio4 for recomending me in his RWBY story. And if you have a RWBY Spider-Man crossover, let me know, I want to read it. Also shout out to** **Setusna for keeping me entertained with his story Team RWBYS, seriously it's pretty funny. Anyways I love you guys... wow you're right it's too soon to be saying that, hold up Imma recover... Laters Sheeple.**

 ** _Nailed It._**


	19. Sweet Defeat

**Sweet Defeat**

 **Peter**

Peter's eyes shot open when he realised what had happened, unfortunately it was too late because six pair of eyes were looking down upon him some with dissapointment, some with glee, and others were covered by the girl's hands. _Oh, crap, Blake fell asleep on me on my bed, and I knew. Think Parker think, what would Deadpool do? _"Uhhhhh," he began, "ladies! How are you you? Weiss I see you've been perfecting your scowl," Yang chuckled even while trying to stay serious, "Yaaanng, I see you've...been...moisterizing?"

"Enough games and flattery Parker!" Weiss yelled at Peter _, The girls are still in their Pjs, it must be early,_ "What," Weiss points at Blake, "is that?!"

Peter looks down at Blake coiled around his arm, _That explains the lack of bloodflow._ "That's a Blake finding an area to sleep while away from her habitat." Peter said in his best Australian accent, _God, she's a sound sleeper - I wish I could do that._ Weiss frowned at his antics. Peter's smile faded, "Okay, all kidding aside, it's not what it looks like. I swear to God." From all the commotion Blake groans a bit and lifts her head.

"Wha?" once her eyes opened all the way she saw Yang's eyes looking into hers with a huge grin, she then saw that what she was holding onto was not the pillow on her bed. Her eyes shot open and she jumped up out of Peter's bed with her hands in a defensive position, "It's not what it looks like, I swear to God!"

After explaining what had happened the night before (excluding that Peter is Spider-Man of course) the rest of Team RWBYS seemed to be understanding, no one more than Ruby. "It's completely understandable," she began, "when I was younger Yang would read to me all the time and it wasn't uncommon for us to end up in the same bed, there's nothing wrong with that." **_Enabler._** The rest of the team was shocked, because, even though it was childish, the logic made sense. It's not like the two felt intimate towards each other...right? **_Wrong._** Oh who asked you! **_Do you even know who the for sure ship is gonna be?_** Well... no, but I have some ideas, just wanna see what's popular. **_We'll give you ship names if we get a cut-away._** Deal.

 _Wonder what Wade's doing right now, all this talk about relationships makes me think about how he said he was gonna get me 'laid'...idiot._

 **Deadpool**

 ** _How about 'Duel PUNishment'_** "I'm assuming that's Yang and Peter?" **_Yeah, this author doesn't know what he's doing if anything the bond between those two is strongest._** "The name's too long though... How 'bout 'Hot and Sticky'?" **_Is that exactly what it sounds like?_** "Yes." **_Love it._** ** _How about...Frostbite for Weiss x Peter?_** "I feel like Weiss would love Spider-Man not Peter. She's _Weiss_ cold that way." **_And with that we shall leave the rest of the ship names to the reviewers!_** Good that takes a load of my pallet.

Now back to your regularly scheduled chapter.

 **Peter**

Well, as a punishment to Peter and his 'lack of control' Yang, his teacher, is forcing him to do laps around the school... In a sweatshirt. And it's ninety-six degrees outside. _To say that I'm getting tired would be an understatement, this is the eighth lap I've done. Is she mad at me, is she jealous, what should I do? Damn you social awkwardness!_

Yang looked up from the bike magazine she was reading to see Peter pass by her again, _What lap was that? Two? Three? Oh, well, he can run until sparring._ She smiled and realized that she should spar with him now before he gets too tired. He is the only one to give her a true challenge so far. "Hey Grasshopper!" she yelled, "Lets spar!" Peter stopped running and walked up to Yang with sweat covering his forehead.

"Okay, but you should know in these last few days I've become really good at boxing." Yang smiled and got ready, but frowned when she saw Peter's stance.

"What the hell is that?" Peter was taught to stand like Yang, instead he widened out his legs more and had his left hand farther out in front of him.

"I made some...modifications. Your stance wasn't wide enough to work for me. This was the most confortable solution while still staying in an effective stance. Don't worry though the fighting is the same." The two began with jabs to each other, thanks to Peter's lower stance he could dodge Yang's attacks rather easily, while Yang stuck with blocking - and even though she wouldn't admit it, it hurt.

"So, do you have the hots for Blake or what?" Yang asked while throwing a punch and, instead of dodging, Peter caught the punch.

"What brought that up?" Peter asked with a confused expression on his face.

"It's just that, you know, she was kinda sleeping on top of you this morning and you didn't seem to mind at all." another set of punches were thown and blocked by both parties.

"Well, I'd be lying if I said I didn't like it, but I don't know how Blake feels, or if maybe it's best that we remain friends. I just don't want to get into a relationship with someone and then let them down by hurting them in some way, or by not spending enough time with them."

Yang scoffed, "You over complicate things too much, you know? Maybe start with 'Hey wanna go out?'" she said the last part in a male sounding voice. "Besides, what could go wrong?"

"A lot of things actually, like, what if I don't know what to say, or worse, what if I say the wrong thing?" Peter started hyperventilating "What- what if, she doesn't like me that way and just wants to remain friends, or like, brother-sister vibe?"

Yang thought about Peter's fears for a moment, _Before I thought he was calm and collected, like he had all the answers, but in reality he's just like any normal teen going through basic high school. It's a miracle he had the bravery to apply to Beacon at all._ "Well..." she thought about the last thing Peter said, "at least she'd love you in some way." she said with a devious smile. She was hoping for a red face of embarrassment, but instead got a face that was sulking. "Uh, you okay?"

"Huh? Oh, yeah I'm just out of it. That's all." Peter was missing family, or even Wade, the idea of having sisterly love from his teammate was enough to have him almost go over the edge, he hadn't really thought about it, but he's been away from Aunt May and Ben and Laura for almost three weeks now, _Who knows what time is like here._ _It could be months or even years over there._

"You wanna talk about it?" Yang was worried for her teammate, a team has to be a well oiled machine, and if a part of that machine is malfunctioning the whole engine falls apart. At least that's how her dad explained it to her.

Peter smiled and the two sat in the grass. "So, I guess it started back when I was four years old..." Peter told Yang his life story, excluding the bits about Spider-Man they were slightly altered, and Yang couldn't help but feel nothing but sympathy for Peter. The two were very simular, but the reason she had hope in life was for her to potentially find her mother, while Peter will never get that chance, his hope comes from the need to become succesful and take care of his aunt. She swore she saw a tear in his eye every time he talked about her. Yang had the last straw when Peter talked about her heart attack and how she now works two jobs to pay for house related items and pay for her medical bills, after hearing that she had to embrace Peter in a hug. The hug sent a shock to Peter, usually people just say 'I'm sorry' but Yang just skipped that and went straight for a hug, so he just let it happen.

Yang let go and wiped away tears she shed for her teammate, "Sorry," she said, "you and me aren't so different, ya' know?"

Peter smirked, "You and _I._ Grammer, Yang." Yang blinked a few times before nudging his shoulder.

"Whatever nerd." The two shared a laugh as they made their way back to the dorm, "Sooooo...Blake."

"We aren't dating," Peter responded, "Like I said, I'm not really looking for a relationship" Yang sunk a bit hearing that.

"So, does that mean you have a special someone?" Yang asked curiously.

Peter chuckled, "There was this one girl...nah, i-it's stupid."

"Oh, come on, it cant be that bad. What? Did she like, super-friend zone you or something?" Yang looked at Peter's sheepish facial expression, "Oh my God, she did, didn't she? I'm **so** sorry." Yang said giving Peter a sentimental hug.

"It's fine," he chuckled some more, more out of embarrassment than anything, "she didn't really have a family, and, once we got close, she asked if I could be her brother."

"I take it she knew about your life too?"

"Yeah..."

Silence.

"So, what was her name?"

"Laura Howlett. Her father knew my parents in some way, and he seems to think I'm a good role model for her, even though she's like, the same age."

"Cute?"

"Yeah." Peter began to smile, but stopped and remembered some important words, ' **No funny buisness, otherwise you'll find out what your insides look like.** ' Logan's words rang through his ears like a bell, _Not thinking of her!_

"Well, you've got a whole dorm of cute girls now, bet your friends are jealous."

Peter stopped and so did Yang, "Whats wrong?" she asked.

Peter furrowed his brow, "You know that you guys and Team JNPR are like, my _only_ friends. Right?" Yang and Peter looked at each other for awhile.

"God, you need a girlfriend if that's the case." she turned and began walking towards the dorm again, laughing. Peter cocked his eyebrow and began walking too, _Man she's as bad as Wade._

The two arrived at the dorm and Yang made an announcement, "Ladies, gentleman...Weiss."

"Hey!" Weiss shouted.

"Calm down Ice Queen, listen we as Team RWBYS are about to embark on our first mission," the group looked at her confused, "We are all gonna get Peter a girlfriend!"

"What?" Peter grunted out, unamused at Yang's antics.

"Why?" Ruby asked

"I'm glad you asked dearest sister," she said in what could only be explained as a victorian accent, "Peter has informed me that we, the girls...and Jaune, are his only friends. So I figured what better way to get Peter to have a broader view on women than us!"

"But, I don't really need a girlf-mph" Yang covered Peter's mouth.

"Details, details. Trust me by the end of the day, you'll see so many cute girls that you'll be begging for numbers." Yang let go of Peter, "Now let's see your scroll for any girls you could hit up." Peter frowned and gave Yang his scroll.

Yang looked at his contacts and frowned herself when she saw only two contacts, one that said 'Wade' and the other 'Jaune'.

Weiss poked her head to look at the contacts and frowned herself, "What the hell is this?"

"My contacts." Peter responded.

"There's nothing there." Blake said, now joining the conversation.

"Sure there is. There's my old buddy Wade, and then there's Jaune at the top."

"Where's our information?" Ruby asked really getting to a bigger point.

"I never asked for it because it felt awkward."

"But, you get our contacts automatically when you register your scroll."

"... What?"

"You haven't registered your scroll?" Weiss asked and Peter shook his head. She put her hand out, "Give it here." at first Peter was hesitant but saw that Weiss had her 'do what I say or it will be the end of you' eyes, and complied.

"Ooooo~ Peter hasn't cleared his browser history~" Peter smiled at what Yang was implying, but smiled more when he saw her reaction, "Wait...there's nothing bad on here?!" she looked at Peter to see him smiling, "But...you're a teenage boy...who does things," Blake blushed and covered her nose, "are you really so modest?" Peter shrugged and waved his hand in the '50/50' way.

Weiss finally put Peter's scroll into the system and he soon got a notification that his team was added to his contacts.

Yang smiled, "Actually this will be great, no contacts means infinite room for more girls! We'll go to all the places cute girls hang out."

"What like, a gun store, a rooftop, a club, or an art museum?" Peter said while looking at Ruby, Blake, Yang, and Weiss respectively.

"Club, yes. The rest, no." she pulled a list from...somewhere, "I was thinking, a club, the gym, the park, a coffee shop, women's clothing, and a library." Blake's ears perked up.

"Wait, women's clothing? Like underwear and stuff, that's kinda awkward." Peter rubbed the back of his head getting hot from embarrassment.

"No, like a boutique, we're not going to go to Venesaa's UndisClothed, we're not monster's." Weiss said and looked at Yang, who slumped a bit.

"Yeah...sure..." Yang responded. Peter would retaliate against the idea, but the girl's already had him out the door, _Man this is so lame!_ Peter thought. Suddenly he spotted Team JNPR leaving their dorm.

"Oh, hello guys," Pyrrah started, "What's going on?"

"We're taking Peter to Vale City to get a girlfriend." Yang responded. Peter looked at Pyrrah ' _Help me'_ he mouthed and Pyrrah thought quick.

"Oh...We were as well, weren't we Jaune?" Jaune looked at Pyrrah and then Peter and nodded really fast.

"Yep, right guys, let's go to the city." he looked at Team RWBYS, "Where are you guys going? We were thinking of going to..." he looked at Peter who was motioning drinking coffee, "that new café on 5th street."

Yang blinked a couple of times, "Great, guess we're coming with you." Peter sighed in relief.

The two teams were on the carrier transit towards the city and Yang was trying to figure out all of Peter's likes and dislikes, although whether she was doing it for herself or for him was forgotten when she asked what music he liked.

"You wouldn't like the music I listen too." Peter said hoping toto get Yang off of the topic, though it was his fault, the only reason she asked was because he put in his ear buds to tune her out. He wouldn't say what he was listening to because of how, back on Earth, what music you listen to defines who you are. Peter didn't like that way of thinking, he has a playlist of all music comprised of songs he likes, there's even a country song on there! **_Taylor Swift doesn't count._** Somehow, Yang managed to take his scroll and blast whatever he was listening too, which was not a good song for others to hear _Especially Ruby_ he thought.

" _...cum on your lips and some on your tits and get ready 'cause this shit's about to get heavy I just stettled all my lawsuits.."_ Peter sunk his head almost to the floor when everyone heard his music, _Doh, Jesus Christ. There goes my credibility with the girls._ Yang was shocked, but was still moving with the music.

"What. Is. That." Weiss' eyes were burning a hole into Peter's skull. _I guess they go off of that music rule too._

"That's my music that I was trying," he stated sternly as he took back his scroll and plugged in his headphones, "to keep a secret from you guys. Because the last thing I needed was to be judged by people who I consider friends." he puts his scroll in his pocket and changes the song just waiting for the ride to end.

The group arrived at the café and Peter took a look around to recognize his surroundings. Were there cute girls, sure, but he didn't care. _At least I can say I looked_ , he thought. They took a seat at an empty booth and saw a huge menu, but what Peter noticed right away was the big bold lettering that said- "UNLIMITED PANCAKES!" Nora shouted. She grabbed Ren and began shaking him back and forth, "I. Must. Have. Them." she said one word per shake and Ren complied by pulling out his wallet.

"Of course, just...stop...shaking me." Ren ordered for himself and Nora; Pyrrah, feeling bad Jaune barely had enough for himself, paid for both her and Jaune; Weiss offered to pay for her and the girls, leaving Peter to fend for himself, _Good, it's not like I could pay for them anyways._ So of course, he ordered what caught his eyes in the first place.

"Unlimited pancakes please, and a pot of coffee...and chocolate milk." he made his order and prepared his biggest meal in...forever.

"Do you think you can eat as much as Nora?" Ruby asked, almost as if it was a challenge. Nora cracked her knuckles and began to dive into her plate. Peter looked at her for awhile before his response.

"Yeah." he said nodding, _I mean, super powers means super appetite right? Or at least a super metabolism?_

Peter's food came and he began digging in himself. In between bites Yang would play twenty questions with him, "How about her, you should get her number."

Peter frowned, not at Yang, but at the girl. She had what Peter could only describe as attention seeking clothing, exposing _a lot_ of cleavage, "No thanks, not my type."

Yang scoffed, "Then what is your type?"

"Girls who, A. aren't attention seekers, B. would just like my company, and C. easy to talk to." Peter dove into his pancakes again devouring his fifth plate.

"Well you're just picky. Besides she looks easy to talk to." the group all looked at the girl in question who was now trying to swoon the waiter into eating her bill, nonchalantly undoing another button of her, allready nearly undone, shirt.

Peter chuckled, "Easy and easy to talk to are two _completely_ different things Yang."

Blake looked at Peter with a smile, "Dang Peter, that's cold." Peter was wondering what she meant and then realized he low key called the woman a slut.

The group went back to eating and Ruby thought she'd help Yang by looking for girls for Peter. Eventually she came accross a girl on the other side of the café in a long beautiful dress. "How about that girl Peter!" the group turned there heads to where Ruby was pointing, and Weiss slapped her hand down.

"Don't point its rude."

"What girl Ruby?" Peter asked. Ruby grabbed Peter's face and turned it to where she was pointing at earlier. "Where, behind the guy in the dress?"

Ruby snickered, "No silly, the person in the dress is the girl."

Peter looked at Ruby, back at the 'girl' and back at Ruby, then he leaned in real seriously, and gripped Ruby's shoulder and said, "Ruby...that's a guy."

Ruby laughed a bit, "Oh, come on Peter she's not a-" her eye's widened in realization and she about screamed especially when the 'girl' turned to show _his_ face. "...Oh my God..." she looked at her food and pushed it away, "I'm not hungry anymore." Peter laughed at her antics and continued eating, _She's young and innocent, she just doesnt know better._

"Soooo... let's bail?" Yang asked.

"Yep." everyone said in unison and they paid the bills and left.

"Where to now?" Weiss asked.

Yang sighed, "Well, Peter is obviously not into finding a girlfriend, so let's just go to the book store." Blake looked up from her current book.

"Really?" she asked excited, "You mean it?" Blake was so excited she was practically jumping off the walls.

The group stepped into 'Tucson's Book Trade' where immediately Blake went and grabbed several books that were new. Jaune opted for 'X-ray and Vav' comics. Ren found some books on Martial Arts, Yang was looking at _lewd_ books that Blake would read...because they were the one's she was going to buy, Weiss was looking at the books but not actually planning on buying any. Peter looked around and found a manga that he thought looked interesting, because it said 'Resident Evil:Biohazard' and he found a book that said 'The Devil's Bounty Hunter' _That's curious._ he thought.

"I still can't believe Peter didn't find a girl that was 'easy' for him to talk too." Yang mentioned. Peter paid for his books and waited outside. The rest of the group soon followed and Weiss answered Yang's question.

"Well, he could go on a mock date with one of us." the girl's looked at Weiss, "What, we are literally all that he asked for."

Yang thought for a moment and nodded her head, "Okay, if that's the case then which one of us will he go on a date with?" they all looked at Peter who looked up from his manga and saw that his attention was needed.

Peter looked around at the girls, "Jaune, wanna go get a Burger with me."

"Sure." Jaune responded.

The girls looked at Peter as he walked away with Jaune, "What!" Yang yelled out, "Upstaged by the doofus, unbelievable!" Blake smiled knowing what was going to happen _, Go get 'em hero._

OoOoOoOoOoOoOoOoOo

Jaune and Peter had been walking for a awhile, it's getting late though, is what Jaune noticed, but it was cool because he and Peter got to hang out a bit. "So Peter, what's the plan on the agenda?"

"Actually Jaune, Imma level with you, I'm going on patrol."

"Oh..."

"But, I wanna show you something really cool." intrigued, Jaune followed Peter to an alleyway where Peter showed him exactly how the unstable molecules work by switching into his costume. Jaune was at a loss for words all he could do was just stand there in awe. "What do you think?"

"That. Was. The. COOLEST! EVER! Of all time. What do you call that thing?" Jaune was holding his hands in the air in excitement.

"They're called Unstable Molecules. They work by using a material synthesized by an unknown atomic nuclei of my world and electrons. Causing it to be a very durable material. How I can change in and out of my costume so easily is by having intense concentration when I push the spider on my chest." Jaune just looked at him speechless. Peter sighed, "Do you at least get the gist of it?" Jaune nodded.

"Its just...did you say 'My world'?" Jaune asked. Peter stood absolutely still not knowing what to do, _Shit, shit, shit, how could I let that slip, I've been doing great so far, not even Blake knew and I tell her pretty much everything! What do I do, what do I do._

"Ummmm, about that," Peter chuckled and suddenly sirens go passing by the alleyway at breakneck speeds, "yeah...looks like we'll havetotalkaboutthislater. Gottagobye!" With that Peter put on his mask and swung off as Spider-Man.

"...Well that's uncanny..." Jaune thought for a moment, "The Uncanny Spider-Man, that sounds pretty cool."

Spider-Man was swinging towards the commotion, "Man, now I have to explain things to Jaune," Spidey groaned as he passed the police cars and saw the armored truck they were chasing, "well... I guess I could tell him I'm from the planet Arachnid..." Spidey lands on the back of the armored truck and forcefully opens the back, "Nah, that's a little to japanese for me, plus I don't think they would believe in alien life since, you know, they don't have space travel." some guy in the back of the truck, _Looks like the White Fang are playing their tune again_ , lunged at Spidey who simply punched him in the face breaking the mask. Spidey then closed the back of the truck and locked it.

After several minutes the truck stopped and Spidey got out of the front seat and walked to the collection of squad cars, where the police chief got out of the front, "Phew, Greenie, I beat those guys into dust...literally! So, be careful grabbing them because there is some Lightning Dust on them to stun them a bit." The chief looked at him and bit her lip in frustration.

"You better watch yourself," she warned, "one of these days you're going to run into someone you can't beat with pure strength alone."

 _Duh, that happens all the time_ Spidey thought, he waved and swung away, _Well patrol starts off pretty well._

OoOoOoOoOoOoOoOoOo

 _I think its time to start heading home,_ home, Spider-Man suprised himself when he thought of the dorms as a home, _Though I guess I'm not wrong, home is where you make it, and I suppose I do kinda live there. Even if my life is turning into a piece of shit nineties sitcom like 'Friends'._ Spidey was almost at the transport ship when he noticed a bigger Dust shop with the alarm ringing, _Police won't be here for a while, better check it out._

Spidey walked into the building cautiously, "Hello, anyone here?" _This place has a real Alien vibe,_ "If you're a face hugger please stay away, I don't need Wade making jokes later." **_Nah, that's beneath us._** Suddenly cracks were heard and Spider-Man turned to see a girl with pink and brown hair, and eyes to match, walking over the glass towards him. He noticed the parasol in her hand and the smirk on her face. "I take it you did this." she nodded, "And you stayed behind to fight me, huh." her smile grew to a wide grin as she had the parasol resting on her shoulders and gripped it with both hands. Spider-Man's lenses went into a squinting fashion, "You don't talk much do you." keeping her smile she shook her head and Spidey began rubbing the back of his head, "well, I guess I could just 'Deadpool the shit outta this' and talk to myself." suddenly his Spider-Sense went off and his eyes widened the parasol had a blade at the tip and was coming straight for his face. Instinctively he reached up and grabbed the tip of the blade inches from his face surprising the girl. His grip, even though it was between his thumb and index finger, was stronger than Neo thought it'd be _, What is this guy? Inhuman?_ she pondered, _Where's Wadey?_ she frowned and looked at the vigilante, "So, do you have a name, oooorrrrr..."

"IT'S NEO!" Deadpool shouted from just outside the store, Neo turned her head toward Deadpool and frowned, _Wadey, are you not going to help?_ "Oh, hell no! I'm not touching that with a forty-nine and a half foot pole!"

"Wade, are you talking to yourself again?" Spidey asked.

"No! We have a telepathic link, she can only communicate with me and Torchwick! The rest she has to use picket signs or something."

Spidey was going to say something, but Neo suddenly retreated by Wade. "Okay, looks like I'm fighting two of you." Deadpool continued to point at Neo and then stepped back. Neo smiled and stepped forward, leaning forward with her left hand extended gave the 'come here' signal with her finger. Spidey cocked a lense and crossed his arms, "Mrs. Robinson, are you trying to seduce me?" he said jokingly pointing at her exposed cleavage. Her response was a frown, and she advanced towards Spider-Man with her parasol extended for a stab. Spidey dodged left, _Better end this quick_ , he threw a devastating left hook and Neo broke into shards of glass, "AAAAGHHH! Jesus Christ!!" he hunched over and held his hand now with multiple shards of glass in his knuckles. He began picking them out when his Spider-Sense went off again, he looked up too late to see Neo plunge her parasol in his abdomen and twist. "AAGGHH!" with blood coming out of his stomach he made his move by grabbing her parasol and brought Neo forward and head butted her...hard, **_Like, really hard, like, broke a nose hard._** Neo looked up and Spidey could see blood dripping down her nose and it bent to the side. Spidey grunted, "I guess now your a sundae with strawberry syrup." Neo gritted her teeth and gasped as she was brought close again and punched towards the wall on the other side of the building. Spider-Man pulled out the parasol, ** _Hehe...pulled out._** Shut up. Tossed it to ths side and webbed the hole in his stomach to stop the bleeding. "I'd say I have to melt you down to size...but it seems you'd get a _little short_ with me." needless to say Neo was not angry, she was...well...Wade you wanna take this one. **_She's down right pissed._** Yeah, pissed.

Neo walked up to Spider-Man with her anger showing true and got into a calm stance. Spidey got in his new fighting stance. "Hey author!" *sigh* Yes Deadpool? "Que that Fight Music!" Ummm, Okay? Music que: 'Fight Music' by D12.

Neo dashed foward and threw a punch that Spidey dodged, Spidey threw an elbow to her gut and she let out a gasp of air. In response she reached her leg up and wrapped around his torso, "Oh, shit! Your as flexible as I am!" she moved her whole body around Spider-Man's and began punching and twirling around him. Some punches he blocked, some he didn't and got hit in the head several times. Eventually he grabbed her arm and attempted a judo throw, but due to bad form Neo was perfectly fine and recovered, even reversing the throw and threw him against a counter. "Ugh...ow..."

Neo went to her parasol and picked it up, inspecting it making sure it wasn't damaged. Nodding with content she removed the sword and approached the downed vigilante, her smile growing wider as she lifted the sword and a web glob hits her eyes.

"What, you thought I was down for the count?" Spidey got up and began throwing jabs, thanks to Yang, left and right and even landing a gut punch. He kept his fist in her gut and twisted to ensure she felt pain. Her teeth grit and still blinded, Neo began to swing wildly just to get the Web-Head away. Spider-Man retreated to the top of the counter. Neo pulled the web glob off of her eyes and looked at Spider-Man and noticed his suit regenerating. "You are so, not sweet!" Neo smiled and lunged toward him, Spidey jumped over her and shot a barrage of web bullets at her. Some were blocked others were not, those globbed her to the ground, "This is something new I've been working on," Spidey got low and launched forward, "CRAWLER...ASSAULT!!" Spider-Man threw five quick jabs at an imprisoned Neo, on the last punch she was broken free. Neo stumbled backward and Spidey continued his assault by landing two hooks and sending a final right handed power punch at her, Neo saw this last second and jumped out of the way causing Spider-Man to hit the wall. Neo's eyes widened when she saw his immense strength, even Deadpool had a reaction when Spider-Man destroyed a whole wall with one punch.

"Holy! Shit! Isn't that brick?!" the wall crumbled and the building shook a bit from the loss of a structure. Neo looked around and saw it begining to collapse which meant she had to finish the bug now.

Spidey got up still trying to recover from the punch that he gave a solid forty-five percent of his strength more than he usually ever uses. He felt a tingling _Spider-Sense!_ He turned and was met by a devastating slash attack by Neo, an attack he's certain he's seen Deadpool use before, _Shit, It's Cuttin' Time'_ Neo finished her attack with with a downward slice across Spider-Man's entire body spraying out blood, "AAAAAAAAAGGGGHHHHH!!!" Spider-Man collapsed blood covering the ground, he couldn't get up. He was defeated. "Ugh." on his hands and knees he felt like he was going to throw up then a thought came to him, _She wants to kill me, this is how I die_. Tears of fear flow down his face under his mask, but it was Deadpool who, sort of saved him.

Deadpool grabbed Neo's shoulder and she looked at him and frowned, he pointed at the ceiling and how the building was about to completely collapse. Neo looked up and nodded to Deadpool and grabbed on to him, soon, after activating the belt, the two left.

Spider-Man looked up and saw them pop away and he tried to move, but to no avail. He looked down to see his suit had repaired and was currently keeping his blood in, but due to loss of his aura he noticed his healing was, incredibly slower than before. _Come on Peter, get up._ To his fear the ceiling finally collapsed on top of him, leaving him under mountains of rubble.

The roof was on top of him and Spider-Man was doing his best not to be crushed under the weight of a building, _Come on Peter, don't die. Don't. Die._ _Come on Peter!_ "Get up Spider-Man! You still have a job to do!" mustering up all his strength he had left Spider-Man slowly, but surely, lifted the entire collapsed rooftop off of him so he could escape.

Rolling away from the ceiling Spidey crawled for a few feet before lifting up his mask and spewing chunks. Food, blood, water and failure was all Spider-Man saw on the ground in front of him. "That sucked." he collapsed and fell unconscious.

OoOoOoOoOoOoOoOoOo

"Stupid boy, what did I tell you." Glynda Goodwitch said as she lifted the unconscious form of Spider-Man and began her journey back to Beacon's medical ward, _Don't die on me yet you little bug._

OoOoOoOoOoOoOoOoOo

Peter opened his eyes to see a smiling young pink haired girl, "Hello," she said with a bubbly expression.

"Uhh..." was Peter's response.

"Oh, you must be wondering where you are at, and who I am." she smiled and Peter felt a sense of ease while with her. "My name is Candi, with an 'I' Graham. And this," she gestured to the entirety of the room, "Is a room in Beacon's medical ward."

"Oh, okay that makes perfect sense. Thanks fo- JESUS CHRIST! Where are my clothes!" Peter saw every cut, scar, bruise, and burn. And his underwear because his suit was clearly removed.

"Oh, don't worry I put your suit and your," she stifled a giggle, "Web shooters, in a safe place."

"Why am I in just my underwear?" Peter asked.

"Oh, that's because I couldnt heal you correctly if I couldn't see the affected area." she smiled again and all Peter could do was nod as he looked at the red, _aura,_ he assumed.

Everything was going well until the door burst open and the rest of his team was standing in the doorway. None of them more worried than Ruby, who, as team leader, always believed in her teammates lives before her own.

"Guys... heeeeyyyy."

"What happened to you!?" Ruby asked out.

"Where are your clothes?" Weiss asked.

"This...may take some time." Peter was able to get out before he started the biggest piece of bullshit he could muster on literally a last seconds notice.

To be continued...

 **A/N: Another chapter, I like this one too, I don't know why, but the fight scenes with Neo are really fun to write, I'm actually excited for future events. If there's anything you guys need answered PM or ask in the review and I'll be sure to answer that question for ya'. Anyways it's getting late, and I work in the morning so, as always, Laters sheeple.**


	20. Peter Slams That PussyCat

**Peter Slams That Pussy...Cat...H-he fights Blake**

"So there I was, eating a nice burger with Jaune. Everything was going great, we talked, laughed told stories of when we were young," Peter began his tall tale, "we were leaving the food joint and rounded the corner towards a shady alleyway which, in hindsight, should have been avoided. It was in this alleyway that we were jumped by five," he held up five fingers for emphasis, "big goons who had...uh...Baseball bats!" his team didn't look impressed, "They also had chains, and knives! I didn't have my weapons! That's why I'm so cut up, it's because Jaune and I put up a huge fight to save ourselves."

"Jaune put up a fight? Really?" Weiss said very matter-of-factly while she crossed her arms. _Yeah, didn't think they'd buy that part._ Peter thought.

"Okay, I put up a fight, but Jaune had great defense." Peter did have to admit, sometimes Jaune had good reflexes when it came defending with his shield, like when he defended against the Deathstalker during initiation. The group all looked at each other and giggled. "What?" Peter asked.

"That still doesn't explain why you're in just your underwear." Yang pointed out leaving Peter to blush.

"Well don't look! I'm self conscious." Peter said trying to cover up his lower half, "Besides it's her fault," he pointed to Candi, "she said that she had to remove my clothes to heal me."

"I did no such thing." she responded.

"There see irrefu- WHAT! You SOOO did!"

"Nope..." she leaned towards Yang, "I think your guys's boyfriend is coming on to me." she whispers. The girls all giggle again with the inclusion of Candi.

"Oh come on! you can't be serious!" the girls continue laughing.

"Okay, we'll leave you to your...intresting situation with the nurse." Yang said smiling, "Laters Candi." Yang and the girls waved as they left and Candi returned the gesture. After they left she turned to Peter, who was still recovering, and laughed.

"I think the blond one likes you," she said still laughing, "she seemed jealous that your clothes were removed in front of me." she continued laughing turning red, "And...and...don't even get started with the black haired one, she was more heated than the yellow one!" still laughing Candi was now kneeling using the counter to support her.

"Ok, it's official, I hate you." Peter said causing Candi to rise.

"Good, 'cause you're a little too young for me kid."

"I would think so, you being this school's nurse and all. How long you been here, ten, eleven years maybe?" Peter asked trying to irritate her.

"I know what you're doing, and it won't work. Besides I'm twenty-five, I've been working here for two years." her laughing has subsided now and she has only a smirk.

"So young, why are you here?" Peter asked now finding the strength to sit up.

"I had an awful injury a couple of years ago amd never fully recovered, due to my semblance I can heal others, but only those with a pure soul can truly be healed."

"What does that mean?"

Candi pulled down her long sock to reveal two metal plates on the side of her right knee, "If the soul is impure and I heal it, then I take on the injury of that person." she sighed and showed him her left hand which was slightly misshapen.

"Broken knuckles?" she nodded.

"The impure never truly heal, because their pain will be with me forever. It is my curse for always wanting to see the good in people." Peter thought for a moment _She and I aren't that different, I never want to see people die, even my enemies._

"So, did you heal an enemy?" Peter asked and Candi gave him a strange look.

"Peter, I may be caring, but I'm not insane," she said bluntly which made Peter straighten up a bit from shock, "The person I healed was my teammate." she sighed and looked down.

Peter was curious, what of this teammate that made him so awful as to be impure _Or does it work like Ghost Rider, where everyone is guilty in some way._ He decided not to ask anymore questions about the matter because he noticed Candi was forming a sad expression on her face. "Well..." Peter rubbed the back of his head, "thanks for healing me, and if you couldn't tell my teammates about my...extracurriculars that would be greatly appreciated." Candi turned to him and smiled a teary eyed smile.

"Take care of your friends Peter, don't let them go down the path of deceit and destruction. Keep them on the path of righteousness." she placed a necklace with a cross on it in his hand and walked out of the room. Peter looked down at the cross, _I mean, I was never one to be SUPER religious, but at this point I'll take whatever I can get._ he placed the necklace around his neck staring at the cross a little while longer before finding the strength to get up and walk around.

 _Now, if I were my suit and web shooters, where would I hide?_ he spotted a drawer that was slightly opened and inspected it, _Bingo!_

After putting on his suit, which now sported the cross inside, and his web shooters, he decided to head out...only to stop at the door, "Duh!" he bonked his head, "Better keep up appearances and wear my civilian clothes." He pushed the spider on his chest and concentrated forming his cutoff blue hoody, red long sleeves, jeans and Chuck Taylor sneakers.

"Time to take on the day."

OoOoOoOoOoOoOoOoOo

 **Deadpool**

Deadpool was lounging with Neo as they go over a map of Vale for Roman... or at least that would be happening if Deadpool wasn't telling Neo his life story and countless adventures he had, and to his surprise Neo was completely immersed in his story, showing emotions, hand motions and even leaning closer every now and then to show she was listening. "...and this guy was BIG and I mean REALLY BIG, so big that we had to go to space just to fight his purple planet devouring ass." Neo kept blinking and leaned closer wondering how Deadpool's exploits against the planet eater known as Galactus ends. "So Spidey was all like, 'Take some of this!' and X-23 was all like 'This fight's over creep!' and _I_ was all like 'Bang bang ba-ba-ba-bang!' it was _SO_ cool!" Neo smiled and clapped in excitement towards Deadpool's past victory, then a thought came to her _You and Spider-Man worked together, aren't you enemies?_ Deadpool looked at her, "I mean sometimes we are allies sometimes we are enemies, I guess it depends on what job I take." Neo nodded but was still confused, _That makes sense I guess._ **_Probably has to do with us being Mercenaries, otherwise we'd be hanging out all the time._** Neo's eyes widened _What was that?_ "What was what?" _That voice!_ **_What voice?_** _There it is again!_ **_Is she talking about me?_** "I think so." _What is that voice? Why are you so familiar with it?_ "Uhhhh... because it's me?" Deadpool said as if it was obvious... _What!?_ **_*sigh* This may take awhile._**

OoOoOoOoOoOoOoOoOo

Peter _was_ walking back to his dorm until he was suddenly dragged into a classroom by some soft hands. "Guagh!" he yelled out. When Peter was released he was met by Blake, Pyrrha and Jaune. "Oh, its just you guys, how have you been." he said with a smile.

Blake was not in a happy mood, in fact she looks like she hadn't slept at all, Peter wondered why Blake looked so upset. "What is wrong with you!" she shouted and Peter began to clean his ear.

"I'm sorry what was that, I couldn't hear you...Oh wait, yes I could the whole world could hear you!" he threw his hands in the air sounding irritated, "Why are you yelling at me! I haven't done anything!" Pyrrha and Jaune took a step back, not liking this more angry side of Peter.

"You went out and almost got killed! You didn't even call for help!" she was up in his face now tears starting to form, "When I saw you with all your cuts I didn't know what to say, I was scared that you weren't going to recover!"

"Everything I do is dangerous Blake, I could die every day, but I have to do it." he puts his hand on her shoulder and pushed her away.

"But what if it happens again? What if you face this opponent again? What will you do?" Pyrrha chimed in and Blake was happy she didn't have to try and convince Peter alone.

"I'll get stronger, I have to." was his response.

"But how?" Jaune asked.

"I need to do something I never do...I need to train. And not just with Yang, I need to train with Blake, Ren, You," he points at Pyrrha, "and someone else that has some semblance of CQC."

"So, you're going to let us help you?" Blake asked.

"Yeah? I mean, I'm not going to learn martial arts on my own." Blake pulled him into a hug this time crying, "Blake, I know you're having a moment here, but I gotta say your hair smells really nice."

Blake chuckles in between sobs, "You're such an idiot." Pyrrha and Jaune smile at the two making up.

Blake began to leave and tugged on Peter's hand, "Come on, the team will want to see you."

Peter looked at Jaune and back at Blake, "I'll be up there in a bit, I gotta talk to Jaune about something." Blake frowned, but complied and left the room, "Pyrrha if you don't mind this conversation is kinda private, you know, guy stuff." Pyrrha smiled and left as well.

As she left she saw Blake with her ears against the door, "Blake what are y-"

"Shhh!" she pointed to the door and Pyrrha followed.

"Okay Jaune, sit down because what I have to say, well, it's pretty heavy." Peter motioned Jaune to sit in a desk.

"Okkaaayy..." Jaune sat down and Peter began pacing.

"Ok, ok, ok, ummmmm..." Peter rubbed his face, _God, do I tell him, do I not, what should I do?_ **Follow your heart Peter.** Peter Looked around, _Madame Web?_ "Okay Jaune, I'm...not from this dimension..." Peter closed his eyes not wanting to see a face that thought he was crazy.

Silence...

"That. Is. AWESOME!!" Jaune shouted out.

 _Wait, what?_ he thought, "Wait, what?" he asked out loud this time.

"Yeah! Not only are you Spider-Man, but you're also from another dimension! It's like you're a comic book character." Jaune throws his hands in ths air with stars in his eyes. Peter was trying to find words to respond with, but stopped looking when the door fell open revealing Pyrrha and Blake.

"Oh, look... the door came off." Pyrrha said with a nervous laugh. Blake got up and smiled nervously and Peter just stared at them.

"How much did you hear?" he asked.

Blake sighed, "All of it."

Peter pointed at Blake, "At our next spar...I'm kicking your ass for not respecting my privacy. And I'm upgrading from 'Easy' to 'Normal' difficulty." he smirked and he swore he saw Blake gulp, _Good she's scared._

"Since we know so much," Pyrrah began, "can you tell us about your life? What it was like."

Peter blinked a few times before his response, "No." and he walked out of the room grabbing Blake from her collar.

"Ow, hey what are you doing?!" Blake asked in pain as Peter dragged her out the door.

"You and I are going to have a little chat on 'eaves dropping'." Peter said as he drags Blake towards the rooftop. All the while Jaune and Pyrrha are looking at what's happening.

"Shouldn't we help her?" Pyrrha asks Jaune.

Jaune puts his hands up in a care free position, "I say let the two be, Peter won't do anything drastic." Pyrrha nodded in agreement, _Right,_ she thought, _this is Peter we are talking about._ Oh, how wrong they were.

At the rooftop Peter and Blake stand on the edge overlooking the beautiful skyline, with only a few clouds in it and some birds just in view. "Beautiful, isn't it?" Peter asked, but it sounded more like a statement than a question.

"Ummm...yeah, Peter what are we doing up-WAGH!" suddenly Blake is pushed from the ledge and began falling at a pretty good speed, when she is suddenly stopped a couple of feet above the ground by a web strand conected to her leg. "Peter I swear to God!" she was yelling at him in a furious tone, but all she could here was him laughing, "What the hell are you laughing at!"

"It's just, haha, I can't take you seriously when you're trying to hide your underwear with your skirt." he kept laughing and Blake was going to shout some _very_ unlady like words atat him, but couldn't as she fell the extra five feet landing on her back.

"Ow..." Peter landed next to Blake with a 'super hero landing' as Deadpool would call it. "What was that!?" Blake yelled at him.

"That, was punishment, I don't like it when people hear things they aren't supposed to hear, especially if it's about my personal life."

"So you pushed me off of a building!?"

Peter scoffed as if that was the dumbest joke he's ever heard. "Well duh, I wasn't taking you to the roof to make love to you or something, this isn't Game of Thrones, Blake." Blake was blushing heavily at what he said and she did the only thing she could think of...slap him. That however, didn't go as planned because as Blake soon found out, Peter has a stone face, and even though she left a red mark she was certain it hurt her hand more than him.

"Ow!" she held her hand in pain and Peter rubbed his cheek. She looked at him and saw his face, it was a face of anger, and one that was hurt. "What?" she asked sternly.

 _That kinda hurt, I didn't expect to get hit over a joke!_ Peter had a range of emotions going through his head, anger, sadness, regret...mostly anger, but with all these emotions peter didn't know what to do. So he just, walked away with a blank expression.

Blake just stood there not sure what happened, _Well it's not my fault. He shouldn't mess around like that._ she thought.

Peter walked into the room where the others were they tried to talk to him, but he never answered them. He stayed quiet, layed down and blared his music for everyone to hear, or rather enough to where it wasn't an annoyance. He mouthed the words to his music, but never said a thing, not even a wise crack, or 'Weiss' crack when Weiss tried insulting his music taste, "Honestly, how could you listen to that garbage, all they do is talk fast." No answer. "Oh, the silent treatment, what, did I finally get to you?" still no answer.

"Peter, are you feeling alright?" Ruby asked, but of course gained no response.

"Yeah, you're starting to scare us." Yang chimed in. At that moment Blake walked in and saw Peter on his bed.

"Is he still doing that?" she asked.

Yang turned towards her, "What do you mean 'still doing that'?"

"He played a terrible joke on me, and it was the last straw, so I slapped him."

"WHAT!" the girls all shout at once.

"What did you want me to do, the joke was an awful prank, I couldn't take it, he had to know to stop."

"So you hit him?!" Yang yelled out, she was about to do something when Peter grabbed her hand, "huh?"

"Yang, what's ths best way to blow off steam?" Peter asked.

"I mean, I like to hit things, Weiss cleans, Ruby...does whatever a Ruby does. Why?" she asked genuinely confused at Peter's sudden vocalness.

"Hit things. Like spar right?"

"Uhhh, sure?"

"Good." he got out of the bed and walked until he and Blake were face to face, "You and I are gonna spar." he said to Blake smiling.

"You want to spar with me?" Blake asked, almost in disbelief.

"Yeah, but on one condition, we go until we can't go anymore." he paused for a bit and then had an idea, "Oh! And if I win you have to teach me that fighting style of yours because I've seen you fight hand-to-hand and I want to learn."

Silence from Blake which was to be expected, this was crazy, but she agreed and the rest of the team didn't know what to think. Except for Yang who immediately went across the hall to JNPR, "Blake and Peter are gonna fight!" the team looked at each other before running out of there room to the fighting stage where the match would take place. What they didn't realize was that the match would be taking place on the rooftop.

"So how is this working?" Pyrrha asked.

"Well, apparently Peter thought it would be a good idea to fight until the other is unconscious." Weiss replied, with slight disgust, as to what no one is sure. **_Again, you're the author you should know._** Shut up. _Wade who are you...thinking to?_ ** _Oh my god can she follow me to these conversations too?_** I guess. **_Make it stop!_** I can't she's in your void! _Who is that? And why does he sound like a kid?_ Oh god, it's happening. Wade after this chapter bro we gotta keep the convo's on the DL okay? Also, I'll be working on that October special story. **_Got it._**

Back with the main cast. Peter and Blake both got into a ready stance. Blake brought out Gambul Shroud, "Ooo, Blake, already whipping it out? You're very straight forward aren't you." Blake growled in response and began her attack by slicing at Peter who dodged most of her attacks, but would get careless at times and get sliced, _Damn,_ eventually he thought he had her, but Blake kept using her shadow clones to avoid his attacks, and then ensnared him in ice. Blake took this opportunity to slice diagonally at Peter as it looked like he was truly trapped. Peter, however, had his own trick. As Blake sliced with Gambul Shroud he quickly broke free of most of the ice, save for what covered his arm, and then got rid of the ice by slamming Blake with into the ground with his ice arm.

Blake slammed into the roof and lost some breath, while Peter rubbed his arm seeing some blood trickle down it. _Damn, she actually got me._ he thought. Blake popped back up and smirked as she saw the blood, "I think it's time that I finish this!" she dashed forward and just as soon as she was about to slice Peter, she felt something off, his eyes were closed and was just staying in a fighting stance. Needing the element of surprise Blake formed a shadow clone and jumped over Peter, as she did so she felt something grab her hair at its roots and pulled down hard, "OWW!" Blake screamed, and some of the other girls cringed. Blake, again on the ground, was slightly dazed and downright confused on what transpired, _Oh, right...Spider-Sense._ she thought.

"I'm not done yet." Peter said as he picked her up by her hair again. Once Peter lifted Blake to her feet he began to repeatedly punch her face until he saw blood from her nose. After seeing blood he tossed her to the ground again and she struggled to get up, "Ouch! You look like you've been in a bad relationship...with my fist, but don't worry he apologized so it's okay." Peter quipped.

"An...abusive...relationship joke," Blake struggled to get out, "how...low brow."

"Psht, everybody's a critic." Peter looked down at her and put his hands on his knees getting close to Blake's face, "You know, with your skin tight clothing and you crawling like that, you kinda look like a stripper." he smiles and he can her Yang laugh. Blake slashes out and Peter dodges.

Blake stands up and lunges as fast as she could, but Peter grabs her arm, "What are you gonna do now? Disarm me?" Blake asks.

"No, Imma do a judo throw."

"You don't know how to do that." Blake retaliates, but is thrown off gaurd when Peter pulls her closer, and instead of grabbing underneath her armpit, he grabbed underneath her breast on his far side as leverage and picked her up over his shoulder.

"Up. And. Over!" he slams Blake onto the rooftop again face first and jumps high into the air.

"What the hell was that?!" Blake yelled out with a red face, even the others didn't know what to think, "Why would you do that?!"

Peter walked closer until he was right in front of Blake, "To throw you off." he then sent a punch with thirty-five percent of his strength straight at her gut...her aura was broken and she collapsed. "I bet you've got some gut-wrenching pain, huh?" he received no response only the sounds of Blake gasping for air, and then soon her puking. Peter smiled in victory, "So, we start training tomorrow kay?" and he walked back to his dorm. The others approached Blake.

"Blake are you okay?" Yang asked. Blake groand and gave a thumbs up before collapsing again, unconscious, _Just how much power are you hiding from me Peter?_

OoOoOoOoOoOoOoOoOo

 **Deadpool**

"And that's the whole story Neo, what do you think?" Deadpool had just got done explaining to Neo about is...internal voice, his conscience of sorts. Neo was silent for a minute, trying so hard to believe that Deadpool was 'self aware' as he said, _You're crazy..._ she stated, _But lucky for you I think crazy is kinda hot. Why don't you follow me real quick._ Neo grabbed Deadpool and led him to a store room, as she opened the door and led Deadpool inside, Roman spotted her and was about to ask a question when Neo cut him off by putting her finger to her lips and then winking. She then shut the door and locked it leaving Roman for himself.

Roman looked around and began hearing sounds, "I'll, uhhhh...go steel some Dust." he said as he walked away whistling.

 **Okay, took me longer to post, but I was getting geard up for the four part Halloween special that I'm sure will be done consistantly (he says with false confidence) But yeah, this is just a continuation of the last chapter as some of you found out. But this is more of a fun chapter kinda like a Deadpool chapter, it doesn't really move the story along and I wanted you to see more of my version of Peter's character. The whole grabs Blake by her boobs to throw her, was actually based off of me playing Marvel vs Capcom 3, when you use his throw against a girl near his height, it straight up looks like he's grabbing them by their chest and I thought it was hilarious. As for Peter hitting Blake so hard, he was pissed that she hit him for essentially nothing, but Peter was never one to sweat the small stuff, sure he's hurt but he'll get over it. It was more to show Blake 'Don't fuck with me I was going easy'.**

 **And one more thing, Peter will be doing 'training' on Remnant so he'll be getting other 'teachers' but they will all be fellow students all of this will accumulate into my Spider-Man's version of 'Way of the Spider' so yeah, thats that, see you again with the main story sometime in November or December. Until next time, laters sheeple!**

 **Coming soon...**

Spider-Man and Deadpool's Excellent Adventure: Ookie Spooky Skeletons


	21. Chapter 19 The 'Jaune' Arc

**For those looking for Ookie Spooky Skeletons, it's on the profile as it's own seperate story. Anyways here is the next official chapter. Enjoy.**

 **Chapter 19: The 'Jaune' Arc...**

 _*Yawwn*_ Oh man, that was a nice break...um, where are we at again? **_You're at the Jaune Arc._** Oh Christ, did we actually use that joke? Alright, on with the story.

 **Peter**

A couple weeks had passed since making his deal with Blake, and Peter was already feeling good about himself. Thanks to his double training with both Blake and Yang, he's been able to really mix up his fighting, and even Yang has admitted to Peter being a bit of a difficult fighter, as she doesn't know what style he's going to use since his stance is so...unique. _This has been great!_ Peter thought, _There have been minimal crimes in Vale, I've had multiple training sessions now with Blake, and she says I'm really quite the natural!_ he smiled as another thought crossed his mind, _I bet I could even take Iron Fist on in a fight._ Peter continued on his way to the chem lab, where he had also spent a lot of his time upgrading his web shooters in secret, all the while making more web-fluid. Things seemed to be doing alright for him.

He got a message on his scroll from Blake, _'Hey, you gonna eat lunch or what? It was bad enough you weren't in Glynda's today, don't bail on us during our social time.'_ Peter chuckled at the irony and quickly made a 180 to go towards the cafeteria, "Good thing she said something, I probably would've forgot to eat today." he laughed at his foolishness, "You know, I should really abuse the buffet they have here, I get so hungry fighting crime, and then it's not like I get those calories back." he pinched the skin on his arm and frowned, "I was always scrawny, but I think I've lost weight since I've been here."

As Peter began to round a corner his Spider-Sense went off, and he didn't know why until he ran into someone. The women fell back, but before she hit the floor, Peter caught her by her hand. "Hey, watch it bozo!" she said in a commanding tone, _Geez, I kinda wish I let you fall,_ Peter thought with a smirk.

"Sorry about that, it was an accident...honest." Peter apologized as he picked up her shades that fell off of her head when the two bumped into each other. He looked at the girl and her compatriots, she had brown hair that had one streak of orange in it, on top of her head was a black beret. She was wearing a black scarf around her neck that was on top of a tan long sleeve shirt with what Peter thought was a black armored girdle around her waist. She had black _probably leather_ pants that had a slanted belt with ammunition on it. She also wore high boots and was carrying a case of some kind with ammunition as a strap.

Her teammates were a little different, one Peter recognized, he came to watch some of the first years fight, for some reason he always noticed him watching his matches. His name was Yatsuhashi Daichi, he wore a long short sleeved robe that was a pale drab green color. He also had a black cutoff shirt underneath that. _Everything else about the guy screams Final Fantasy_ Peter thought with his one armored arm and long hooked sword. Even his huge size and quite nature. The other one, however, was a mystery. He wore a orange sleeveless shirt and had red hair and darker tone skin. The weird thing were his eyes, they were just white, it didn't look like there were any pupils, _Wonder if he's blind_ , Peter thought, _and if so, is his semblance an ability similar to the Daredevil's?_

The girl snatched the shades and put them on quickly regaining her calm, cool composure, _I've seen her before,_ Peter thought, but where? The girl smiled, "Oh hey, Parker right?" Peter straightened his body in surprise, _What? How does she know me? I don't even remember if I know her!_ he was screaming mentally not knowing what was going on. The girl huffed in annoyance as her two teammates that were accompanying her stood idly by, she tilted her shades down to look Peter into his eyes, "It's Coco," Peter still had a slightly confused look, "Adel?" she continued.

"The singer?" Peter joked smiling afterward, causing Coco to groan.

"No, we are in Advanced Dust Use together? I was your partner last week." she said hoping to jog his memory. "You know. The second year?"

"Dust Use, Dust Use..." then it came to him, he remembered that day fondly. He remembered because he did all of the work while his "Partner" talked to Weiss about clothes, he never caught her name though so, she was easy for him to forget, "Ohhh, right, you were the girl that did nothing, while I got us an 'A'." Peter said in a slightly annoyed tone.

Coco frowned, _Who does this guy think he is? Talking to me like that,_ "You could have asked for help." she spat, "I even offered, but you said 'nah'."

She had Peter on the ropes, but he wasn't taking this lying down, "I'm sorry, but honestly I think Weiss giving you fashion advice was a better idea, I mean, who wears shades indoors?" _Oh, stupid mouth, I can't believe you have done this. You've seen some of these older years pick on first years for stupid things before._ The incident in which he is referring too happened about a week or two ago. He didn't know how it started, but it ended with some third years picking a fight with the first years, since the third years pulled out their weapons and the first years decided it was best not too, Peter helped out the first years. Thankfully Glynda showed up only a little bit after he intervened, if things started getting hairy he didn't want to have to hurt them that bad.

Coco looked at him seriously, her eyes staring into his soul. Her lips began to quiver, then smile, then she broke out in laughter. "Uhhh, what?" Peter asked.

"I didn't think you had it in you, to talk to someone like me. But I can see that you'll back up what you say with jokes!" she kept laughing, "Weiss? Give _me_ advice? Are you joking? She was asking where I had gotten my top!" she patted Peter on the shoulder, "Well this has been real fun pal, don't be a stranger. If you want to tell more jokes come by anytime. Just know that next time, the punchline will be aimed at your face!" Coco walked away with her teammates following behind, before the one with red hair stopped and gripped Peter's shoulder.

"She let you off easy, don't expect it to happen twice, even though we are only a year above you, we still ask for respect." he then left with Peter getting a shiver down his spine, _Wonder what her problem was? I mean, other than me._

While Peter was dealing with the 'Just ran into Coco, hope it doesn't come to a brawl' fiasco, his friends were sitting in the cafeteria, trying to enjoy their lunch, or catch up or tell stories. "There we were," Nora started her story with everyone from JNPR and RWBYS, minus Peter, listening...kind of, to her tale, "it was the dead of night!"

"It was day." Ren interrupted. Yang leaned in as she was intently listening, so mesmerized by Nora's story, Ruby was eating cookies, Blake was reading a book, Jaune was playing with his food, Pyrrha was eating a salad, and Weiss was doing her nails.

"We were surrounded by a pack of wild Ursai!" Nora continued.

"They were Beowolves." Ren chimed in.

"Dozens of them!!"

"Two of them."

"In the end, they were no match, and Ren and I made a boatload of Lien selling Ursa skinned rugs! Haha!" Nora finished.

Ren sighed, "She's been having this dream for almost a month straight." Pyrrha and Ruby decided to divert there attention from the rest of the group to Jaune, who looked down in the dumps.

"Hey Jaune, are you okay?" Pyrrha asked. Jaune looked at Pyrrha with a defensive look.

"Yeah, I'm fine." he responded.

"Yeah well you just seem a little _not_ okay." Ruby added. Making Jaune fluster.

"Guys, I'm fine. See?" Jaune gave a thumbs up and put on an unconvincing smile.

"Jaune that Cardin has been giving you a hard time all year." Pyrrha reminded him.

"Who? Cardin Winchester? He's not so bad." Jaune defended.

"He's a bully." Ruby said sternly.

"Please, name one time he's ever 'bullied' me." Jaune mentioned.

"Well there was that time with your shield." Ren mentioned.

"Every time he knocked your books out of your hands." Ruby mentioned.

"And that time he shoved you in your locker and you went flying off." Peter, who seemed to come out of nowhere, said.

"Augh Peter, when did you get here!?" Ruby asked startled.

Peter took a bite of his apple, "Oh, I've been here."

Pyrrha continued with the Jaune problem, "Jaune, if you need help, just ask us." Jaune sighed.

"Oh, oh, we could break his legs!" Nora exclaimed.

"Guys, it's fine. It's not like I'm the only person he gives a hard time." the group all turned to Cardin's team. Cardin Winchester, one of the bigger students in the first year had Red hair a black shirt that was covered by Arthurian armor, or at least that's how Peter saw it. Cardin and his team were currently picking on a bunny Faunus girl, with Cardin pulling her ears. The group could tell she was in pain through the constant cries and saying "Ow" Peter saw this and immediately thought of Flash Thompson, only difference is that even Flash wasn't a bigot. Peter put his apple on the table and approached the group.

Ruby noticed this and tried to call out for him, "Waugh, Peter, what are you doing?!" but Peter was already by Cardin. The group saw that Peter did something to have Cardin let go of the girl, because now Cardin was completely focused on Peter. If the group payed closer attention they could hear what was going on.

"-some kind of Faunus lover?" Cardin said to Peter causing him and his team to laugh.

"No, I'm just not some soulless ginger who feels he has to hurt pretty girls to make himself feel better." Peter retaliated.

"What did you say?" Cardin asked seething in anger.

"You heard me Repeater, take your friends and leave this girl alone."

"Alright, whatever you say," Cardin smiled and looked at his teammates before returning to Peter's gaze, "Puny Parker." Cardin began to laugh and soon his team followed suite. _Oh my God, does that name just follow me?_

"Oh no," Yang pinched the bridge of her nose, "those guys are so screwed." she smirked.

"Oh, real original, like I haven't heard that over 616 times." Peter chuckled, "You know why don't you and your monkey friends just leave now, actually, scratch that, I can't call you guys monkeys. That would be an insult to monkeys everywhere." that joke made th girl Peter was protecting stifle a giggle and Cardin just gritted his teeth. "Come on, I'll take you to your team." as Peter turned around and grabbed the girl's arm his Spider-Sense went off, _Oh, this idiot._ Quickly Peter moved his head slightly to his right to avoid Cardin's punch, he then quickly jerked his head back to headbutt Cardin in the nose.

"Augh!" Cardin yelled out as he held his nose, his aura protected him, but is still felt like he got hit by a brick. Cardin looked at Peter who was giving him a smug smile.

"You know, you're not really good at this." Peter said with a chuckle as he moved the girl behind him. Cardin growled as he sent a punch to Peter's chest, and even though Peter knew the danger was coming, he found it strange that his Spider-Sense didn't alert him to move, but following base instincts that he gained from his multiple spars with Cap back on Earth, Yang here, and Deadpool...always, he simply just moved and dodged the attacks that Cardin would throw. _Man, he throws punches, like, really slow,_ Peter thought as he kept laughing at Cardin getting more and more irritated. Cardin threw a punch directed to the center of Peter's face and he leaned back putting himself at a ninety degree angle. **_Like Neo, in the Matrix._**

Yang's eyes widened, "He can do that? How can he do that?" Blake smiled, _It's because he has a bit of a bug problem._ she thought to herself with a chuckle.

When Peter came back up he didn't have time to move from Cardin's next punch that landed directly on Peter's chest, and the girl's winced. Cardin however pulled his hand back and was holding his knuckles which were now red. Peter looked at Cardin, _Wait, is that why my Spider-Sense wasn't alerting me? I didn't feel anything._ "Holy crap!" Peter started laughing, "That's it? Oh, and here I thought getting hit was gonna hurt!" Cardin kept rubbing his knuckles as he growled at Peter making fun of him. "Tell you what dude, why don't we not do this. Okay? We'll draw each other in Glynda's eventually, amiright?" Cardin slowly backed away and left with his team without saying a word.

"How did you do that?" Ruby asked.

"Ugh, he obviously used his aura to protect himself dunce." Weiss responded.

"I wouldn't be so sure, Peter is the one of us that actually doesn't know how to activate his aura shield." Ren mentioned and the others nodded.

"I told you," Peter smiled, "I have a weak aura, I guess I've just gotten used to taking hits from Yang." Peter turned to the bunny girl, "Hey you-" but she was gone, "Oh." he frowned.

"Ooo, what's the matter Peter, have a crush?" Yang teased.

"No, I juat wanted to make sure she was okay." Peter shrugged, "Hey Jaune you-" but he was gone too, "What the hell is it with people and bailing on me." Peter said under his breath. He picked up his apple took another bite and threw it away. _Whatever_. Peter left the cafeteria because he really only liked talking to Jaune, Ruby asked a lot of questions, Yang only teased him, Weiss could care less, Blake always has her head in a book, Ren doesn't talk, Nora is...Nora and Peter only talks to Pyrrha when they jog together, but it's been a lot of questions about his universe and it's been boring to answer for him.

As Peter rounded the corner to head to his next class he ran into Coco Adel, literally. Peter once again caught her before she fell, "You know, we really need to stop running into each other." he joked.

"Awe, just the person I wanted to see." she mentioned as she wrapped her arm around his shoulder.

"Uh, what?" Peter asked.

"Shh, shh, shh, child, all will be revealed soon." they continued walking and Peter felt uncomforable, not because of the gesture Yang did stuff like this all the time. No, he was uncomfortable with the height difference, he was already self conscious when around Pyrrha, but Coco being taller than him by a full four inches was bothering him too. He glanced down quickly and noticed her heels, _Oh, okay. But that still makes her probably two inches taller than me!_ Coco led Peter to a room marked CFVY on the door.

"Um, what?" Peter asked again.

"Shut up." Coco opened the door to the room to reveal the rest of her team.

"Oh God, your gonna beat me up?" Peter asked genuinely concerned.

"No, we want to thank you." Yatsuhasi explained. Peter was silent.

"You see," Coco started, "you helped our teammate, Velvet, in the lunchroom."

"The bunny girl?" Peter asked and received nods from the team, "Oh, it was nothing." he said with a wave of his hand.

"Nonsense!" Coco exclaimed, "Here, take this basket of goods," she handed him a basket with muffins, "some coffee," Yatsuhasi handed some expensive coffee, "a badge that officially makes you one of our 'in' group," she handed him a badge with all their contact information, "and a kiss." she kissed him on the cheek and scooted him out the door. "Bye now, take care of Velvet." she said before she slammed the door.

Peter stood in the hall with the basket in hand, "What the hell just happened?"

oOoOoOoOoOoOoOo

Peter walked into Ooblek's class with his basket of sweets. _What am I gonna do?_ he saw Velvet in the front center row, _Well, I guess they said watch over her_ Peter walked to Velvet ignoring Blake trying to call him. "Hey Velvet." Peter smiled as he sat the basket he had on the desk and sat next to Velvet. Velvet looked at him and looked all around until she landed her eyes back on him.

"Me?" she asked with a blush.

"Well yeah, you ARE Velvet, aren't you?" she nodded slowly and sat in silence as Peter tried, and failed to start small talk. "So, how are your classes?" no response, "Is it fun being a second year?" still no response, "Do you like your leader? I'm a little torn on her myself." only a slight smile and a grunt, "What's it like being a Faunus? I mean, aside from the discrimination stuff."

Velvet closed her note book, took a deep breath and turned to Peter, "You don't shut up, do you?" she asked in what was possibly the nicest way ever.

Peter smiled, "Eh, depends on who you ask."

Behind the two Blake slightly growls as Velvet laughs at Peter's comment. "Easy Blake, he's just being friendly." Pyrrha mentioned, Blake turned and gave her a glare, "Or, you don't feel that way about him." Pyrrha said laughing nervously. The two saw Jaune walk in and Peter call him over, the three sat by each other and they saw Velvet laugh at something Jaune said while making introductions and Pyrrha balled her fists crumppling a piece of paper in the process.

Blake smiled, "Easy Pyrrha, maybe he's just being friendly." Blake said in a mocking tone.

Velvet was laughing, "I can't believe _that_ was your first impression with some of your friends!" Velvet talking about the 'Puking' incident that Peter talked about.

"Look, air sickness is very common." Jaune defended.

"Yeah, and so is not looking over the edge when flying." Jaune stammered his words and ultimately couldn't get a sentence out.

Class was about three quarters done and it was about what you'd expect. Jaune was quickly falling asleep Velvet, as Peter found out, is a bit of a perfectionist when it comes to notes and would have a miniature panic attack when she couldn't hear, see or remember what Professor Ooblek was saying. **_Doctor._** Peter was just trying to pay attention because they were talking about the Great War, _Art is important, though I guess it's safe to say that the TWO we had, were much worse._

Behind the trio was Cardin Winchester, who noticed Jaune wasn't sitting in front of him today, so he tried taking pot shots with spitballs instead.

"Now who among you have been treated badly due to your faunus heritage?" Ooblek asked as this question pertained to the lesson. Not many raised their hands, but Peter did see Velvet raise her hand, and couldn't help but feel sorry, _I may not know how you feel, but I have had friends that are going through the same thing you are._ Peter thought, "Dreadful, absolutely dreadful, it's this sort of of ignorance that leads to violence. I mean-I mean, just look at the White Fang!" Ooblek said as he zoomed around the room. Peter thought he was a strange man, with his green, messy hair and unkempt shirt, not to mention the two different shoes he was wearing today, but he couldn't argue with his intellect. On top of that he is a former Huntsman, so Peter naturally thought he was stronger than his students. "Now who can tell me on what could be considered the turning point for the war?" Weiss raised her hand, "Yes Ms. Schnee?"

"The battle of Fort Castle." she answered with a smile.

"Yes, yes exactly! Now, who can tell me the crucial mistake that General Legume made when attacking the faunus?" Cardin shot a spitball at the back of Jaune's head that actually landed and he shot up from surprise, "Ah! Mr. Arc, finally contributing to class I see, what is your answer?"

Jaune gulped, _Oh no! Why didn't I study? How could I forget something like this? ...Okay, I would totally forget something like this but-_ "The...answer...to what the Faunus have...to beat General Legume was..."

"Any day Mr. Arc, we are on a tight schedule." Ooblek said tapping his watch.

Peter covered his mouth to imitate a yawn, "Nightvision." he whispered.

"Uh...um, Nightvision!" Jaune said proud of himself.

"Excellent work...Mr. Parker." Peter shrugged, "The next time I ask a student for an answer, I expect _them_ to answer, not one of their friends." Peter gave a two fingered salute and nodded.

"Oh, go figure, the Faunus lover knows all about them." Cardin mocked.

Peter turned his head towards Cardin, "I wouldn't say I know more about them. Just enough to know it's dumb to pick on one when the fight that follows will be one you can't win." Peter smirked.

Cardin slammed his fist in anger and stood up, "What'd you-"

"Mr. Winchester take your seat." Jaune snickered at Cardin's expense, "I wouldn't find this funny Mr. Arc, I need to see both you AND Mr. Winchester after class." the class gave a subtle 'ooo' and Jaune hung his head.

"Ah, damn." he whispered.

Ooblek looked at his watch, "It appears we are out of time students, please remember to read the assigned chapters and do the essay portion of the homework, I've had too many people forget to do the essays and it brings their grades down tremendously!"

The class was walking out and Peter and Velvet walked passed NPR, "You guys coming?" he asked.

"I'm gonna wait for Jaune." Pyrrha said and the others nodded.

Peter looked at Velvet, "Come on Velvet, Blake and I will walk you back to your dorm."

Blake cocked an eyebrow at Peter volunteering her without her approval, "What, you can't go it alone?"

Peter leaned in and whispered, "I don't want people to think we're dating, if you're with me it should be different." Blake was confused but agreed anyways.

The trio walked to the other side of campus where they saw Team CFVY training. "Hello guys, I've returned." Velvet called out. The rest of her team turned to her.

"Velvet, sweetie," Coco said as she approached the trio, "I see your new boyfriend walked you home." Velvet blushed and Blake frowned, "Oh...I see that there's another girl...awkward."

"Nah, it's part of my religion, I can have up to five mates at once." Peter joked and the three looked at him, Velvet was covering her eyes with her ears to avoid embarrassment, Blake nudged his shoulder and Coco was getting uncomfortably close with a seductive lip bite, "kidding, kidding!" Peter defended, "Man, I haven't felt that awkward since the time I gave a girl CPR and she slipped me tongue."

Coco laughed at his comment, "So you DO get around!"

"Only after they have a couple of drinks, or if they think I'm someone else, like, if I wear a mask or something."

"Oh man, you are just too much, I almost regret not going after you." Coco lowered her shades and sent a wink.

Peter nervously laughed, "No that's okay, my luck with girls isn't great."

"Aren't you in a dorm full of girls?" Velvet asked.

"Yeah, and I have to close my eyes when I walk around the room in the morning, or wake up earlier."

"Oh, so hard." Coco mocked with a pouty face.

"Yeah it is pretty hard." Blake mentioned and Coco sent her a grin that made Blake blush immediately, "N-Not like that! I wouldn't know this guy changes in the bathroom!"

The group was silent now and Peter could taste the awkward in the air, "Yeah, so things got weird, Imma leave."

"Wait!" Coco grabbed his arm, "Thank you again, I hope our teams see a lot of each other, maybe I'll even convince Goodwitch to have us spar." Peter and Blake nodded and left.

"Speaking of sparing." Blake mentioned and she cocked an eyebrow with Peter, which he picked up on immediately.

"I'll call Yang a-"

"No!" Blake blurted out and regained composure instantly, "I mean, let's just train, you and I. You could use your abilities."

Peter frowned, not really seeing the sense in that scenario, "But Blake, I'm trying to learn a _new_ skill, not use the ones I've perfected." Peter's logic made more sense to him then Blake's, _I mean, what's the point of just the two of us sparing if I have to learn from Yang too_.

Blake gave a blank stare and responded with a nervous laugh, "Yeah, right, duh. It just makes sense." Peter smiled and walked towards the dorm, but what he didn't see was Blake frown, _Oh, Peter you oblivious fool._ Blake thought as she too followed Peter back to the dorm.

oOoOoOoOoOoOoOo

Peter walked back into the dorm to find Yang and Ruby and Weiss playing Jumbling Towers with Blake's books. Naturally he held back a laugh as to not be rude.

Ruby was concentrating extremely hard and Peter could swear she was sweating, "Come on, come one," Ruby slowly pulled out a book and the whole tower collapsed leading the other girls to cheer, "NO!!" Ruby yelled.

At that moment Blake walked in and at first wasn't sure what was happening, "Peter when are we- WHAT THE HELL ARE YOU DOING WITH MY BOOKS!!"

"Ummm...Jumbling Towers?" Yang said sheepishly. Blake could only sigh.

"Come on." she waved Yang and the three went to the rooftop to train, on their way there they passed Jaune who was looking sort of solomn.

"Hey Jaune, you feeling good dude?" Peter asked.

"All good." Jaune smiled and gave a thumbs up.

Peter looked unsure at first but smiled anyway, "Okay then!" Peter, Blake and Yang went up to the roof to begin their, well Peter's, training.

 **Deadpool**

"Oh, good to see we weren't forgotten about!" **_Yeah, seriously._**

"Deadpool!" Roman called.

"What is it Mr. Haddock?" Deadpool asked with an almost William Shatner delivery.

"Wha? Nevermind, look, Electro is getting on my nerves and he's not exactly playing by the rules."

Deadpool cocked an eyebrow, "What do you want me to do?" **_Kill him-er- I mean, silence him...Yeah, that'll work._**

"Take him out." Roman said with a throat slice.

"Woah, woah, WOAH! That is too far Sunburst."

"Then what should we do, all mighty mercenary?"

Deadpool had to think for a moment, **_Wait, why don't we-_** "I'm thinking we make a call, and have some Hunters handle him. This way we don't get any bad looks from everyone else, and we don't get our hands dirty."

Roman thought over the proposal and nodded, "That's not bad Wade." he took a puff of his cigar, "Make the call." Deadpool gave a salute and pulled out his scroll.

"Hello, Glynda Goodwitch? Yeah, it's me Deadpool. I have some information for you..."

 **Peter**

When the Peter, Yang and Blake returned after training Peter was shocked to see Mrs. Goodwitch waiting at their door. Ruby poked her head out and pointed at the trio, Goodwitch turned and called Peter over. "I'm not in trouble am I? 'Cause, that drawing was NOT mine!" Goodwitch deadpanned at Peter for trying to make a joke, "Okay, not funny, I get it."

"Come." was all she said as she walked away.

"She said Ozpin was looking for you Pete, you better go." Ruby mentioned and Peter nodded in appreciation.

Catching up with Glynda, Peter remembered why he didn't like her: she didn't talk! It was like having a conversation with a brick wall, _Well I guess she is pretty STONE faced._ he joked mentally. "Ozpin has requested your assistance on something." she finally said.

Peter cocked an eyebrow, "What, does he need more coffee?" Peter joked and he swore he saw Glynda's lips ever so slightly purse upward. The two entered the elevator.

"No, and change into your suit." she pushed the button that led to Ozpin's office. Peter shrugged and did as he was told and pressed the center of his chest to turn into his Spider-Man outfit. When the doors opened Spidey was shocked to see Team CFVY in the room as well, "I've retrieved the final piece." Glynda said while tapping her scroll. Ozpin turned around and smiled.

"Hello Slider-Man, glad to make your acquaintance again." Ozpin smiled as he took a drink from his mug.

"Um..." was all Spidey could say as he pointed to CFVY.

"Ah, yes. I've called on your help with a mission my second years will be enduring. Against an enemy who I'm sure you know."

Coco approached Spidey with her hand out ready for a handahake, "Hello there Spider-Man, name's Coco, leader of Team CFVY and we can't wait to assist you on our mission." Spidey shook her hand and she whistled, "Damn, despite your small-ish size, you've got a hell of a grip."

Spidey cocked a lense, "Um, thanks? So...do...you?" Coco smiled and now Velvet was the one to talk.

"How did you do that?" she asked.

"Do what?"

"Your eye thing, with your mask." Velvet said pointing to Spidey's lense.

Spidey leaned in close and whispered, "Ancient super hero secret." making Velvet frown in annoyance.

"Ahem," Goodwitch gained the attention of the group, "We have reason to believe that one of your rogues gallery is stationed at the Vale power grid."

"Power grid?" Spidey asked.

"Yes the the city of Vale runs off of a power grid that harnesses Dust and powers the whole city. If it were to fall the whole city would be without power for who knows how long." the one with the red hair mentioned.

"Thanks, uhhh..." _Dude, what's his name?_

"Fox." he mentioned.

"Oh. Is your first name Grey?" Spidey asked.

"No, it's Fox."

"Oh."

"The tip came from your mercenary ally, so it is rather reliable." Goodwitch continued.

"Agreed." Spidey said with a thumbs up.

"For this mission we would appreciate it if you could be a team player Spider-Man. So listen to Ms. Adel, she may be young, but she is just as qualified to be a leader as any."

"I hope so." he joked, getting a tap on the shoulder by the woman in question.

"Now, any questions?" Spidey raised his hand and Goodwitch sighed, "Yes, Spider-Man?"

"Can I use the bathroom before we go? I've had to pee like, all day." again Goodwitch sighed and she pointed Spidey to a bathroom. He gave the 'OK' and went to do his buisness.

"He's an odd one." Yatsuhashi mentioned.

"No kidding." Coco agreed.

"His scent is familiar." Velvet mentioned gaining the attention of her leader, but that would have to wait as Spider-Man returned.

"All right!" he deepened his voice, "Auto-bots, transform and roll ou-KUAGH GUAHAH." he coughed, "Oh God, remind me to NEVER be a voice actor!"

The team all nodded and they left for their mission, all of them receiving an update on their scrolls.

' _Status Update, Team Name: CVFYS'_

 _'Objective: Search and Destroy'_

"You've heard it from the top guys," Coco started, "like it or not, we're a team now. Eh, Spider-Man?" the group got on the Bullhead and Spidey gave them a thumbs up and began playing music on his scroll.

 **Music Que: Paralyzed**

"So, do you know who we are up against?" Velvet asked.

Spidey was silent for a moment before he could come up for a definitive answer, "Don't know, for all wee know it could be a trap set up by Roman Torchwick." the others nodded, "Best case scenario, it is the Electro."

Velvet blinked a few times, "And the worst case scenario?"

"What?"

"She asked what the worst case scenario would be." Coco repeated.

"We all blow up right now, never to be seen again." Spidey said rather dryly.

"Why do I get the feeling you're serious." Yatsuhashi mentioned.

The Bullhead landed and the team approached the front entrance to the Power Grid, "No opposition, something isn't right." Coco said as she tried to open the door. Locked. "Well, we could find a key...split up, Velvet you check East, Yatsuhashi and Fox check West, I'll check South and Spi-" Coco turned to see that Spider-Man was gone, "Where the hell did he go?" in that moment ths door from the other side opened and out came Spidey.

"Hey guys, doors unlocked." Coco looked in disbelief and was about to ask how he got in, but Spidey beat her to it, "Skylight." he said pointing to the open window that he entered through.

The team traveled through the Grid looking for any kind of opposition, only to find none. Even the security cameras were out! "Weird," Velvet mentioned, "why are the cameras all out?"

"Because someone is already here." Spidey mentioned already putting two and two together. The team reached a door that was slightly ajar and voices could be heard.

"You fool, you think you could betray _me_ and get away with it? Well not anymore, I'm tired of being the butt of the joke, tonight I show you just how scary I can be." Spidey recognized the voice immediately, it belonged to Electro, no surprise there since this _is_ like a power plant.

The other voice was also recognizable, a little too recognizable, "Look man, I know you're pissed, hell if I were you I'd be pissed too. You know since you're like a D-list villain and all." _Deadpool_ Spidey thought.

"Shut up, shut up! I will not stand for this!"

"Well you're gonna have to because I think this place is out of chairs." Deadpool quipped.

"What did I just say!" Electro sent a volt of electricity at Deadpool and the whole team could hear him scream in pain.

"Is this torture, or did I just walk in on one of your 'Fifty Shades of Gray' sex dungeons?" Spidey quipped, announcing his presence.

"Spider-Man? Oh, this is too perfect!" Electro laughed. Spidey tilted his head in confusion, "Because of this," Electro placed his hand over a terminal and absorbed all of the electricity inside of it and Spidey's Spider-Sense told him that Electro just got a Dust fueled upgrade, "I am more powerful than ever!" Electro's classic outfit was now changed to his whole body turning blue, "Now, I am Ultimate Electro!!" he laughed harder as he began to charge up his power.

"Hey look, Doctor Manhattan!" Deadpool quipped.

"Hey Spidey, what do we do?" Coco asked.

"We pray now...a lot."

 **To be continued...**

 **Next Time: Enter Electro: Go Team CFVYS!**

 **That was a bit time consuming. Well here's the new chapter for you guys. I don't know if it is fitting, but I've been wanting for Spidey to team up with CFVY for awhile now, especially against Electro. Will they have an easy time? Well, who knows.**

 **Anyways, if you have questions that MUST be answered PM me, and I'll write back. Don't forget to leave those juicy reviews, Like, Favorite, and recommend to your friends. And as always, Laters Sheeple!**


	22. Enter Electro: Go Team CFVYS!

**Enter Electro: Go Team CFVYS!**

"You know that feeling you get, when you feel like you're in danger, but you're not sure until it'a staring you straight in the face," Coco started with a nervous smile, "and all the while you're just thinking to yourself 'Please don't piss my pants because someone really cute is by me' you know, _that_ feeling?" she asked, the question directed at Spider-Man than anyone else.

"I have a sixth sense that let's me know when danger is about to occur, and if that danger doesn't show itself I'm sitting there not knowing where it's at, just that it is near me. So, yeah, I think I know EXACTLY what you are talking about." Spidey responded as the team saw Electro rise with his blue body sparking wildly, laughing at their fear.

"Hahaha," his voice is slightly distorted now, thanks to his upgrade, "to think that now I can finally enact my revenge against _you_ wall-crawler. Two years of torment, misery and jokes, oh, your terrible jokes! And I was the butt of _all_ of 'em!" he stopped and regained his composure, chuckling lightly, "But not anymore, because this time will be different, this time The Ultimate Electro, will win!" he twitched his hands and bolts of electricity were now in his possesion, and then he threw.

"Spider-Sense, move!" Spidey and tge others jumped out of the way and the fight began. **_Round 1...FIGHT!_** "Coco, you and Fox flank left. Yatsuhashi, you and Velvet flank right!" the teens nodded.

"What about you?" Velvet asked.

"I'll keep him busy with frontal attacks while you guys get into position." he responded, "Besides, there's an idiot I need to save."

"Oh Spidey, you do care!" Deadpool said in a very womanly voice.

Spider-Man launched forward ready to strike, _It's just Electro right? I mean, come on, how hard could it be?_ Immediately Electro used his electric abilities to shock Spidey and grab him at the same time before he threw him against the wall. Spidey's body had slight spasms and he knew he needed a new strategy. _Ok! Bad idea! The only way to stop a surge like this would be to wash him out with water...or overload him._ He looked around the grid, _No! that's too risky besides, Vale would be without power, we're gonna have to do this the old fashion way._

The other teens got into position, "Fox stay back, I'll try to power him down and then you strike." Coco said and Fox nodded.

"Coco, I should assist Spider-Man." Yatsuhashi mentioned.

"No, stay back and protect Velvet. That's all we ask." Yatsuhasi grunted, but understood the importance of his teammates safety first, so he obliged. "All right Electro, let's see if you like this!" she pressed a button and her case transformed into a Gattlin Gun, "Oi, Electro!" Electro turned his attention away from a downed Spider-Man and looked at Coco, who had the high ground, "Eat this!" bullets started flying and they would hit Electro, he would also absorb some of them and, too Coco's surprise, shot them back, "Oh shi-" she couldn't finish her sentence as she got knicked. Fox jumped in and began blocking the bullets with his weapons, "Ow, damn..." Coco got up slowly as Fox led her to a safer location.

"Hahaha, you children think you can stop the infinite power of Electro!" as he said this Electro was punched by Spider-Man, now sporting web gloves.

"Okay, I used to think you were egotistical before, but now I can see that you're a dick." Spidey went into his new fighting stance, "Honestly, I'm surprised you hadn't noticed it before, _Shocked_ even."

"Aw yes, I suppose it wouldn't be a true fight with you wall-crawler, unless there were terrible puns involved." Electro grinned as he used his abilities to float off the ground.

"Yeah, you'll have to start calling me Frank Castle, because I'm a _Pun_ isher." he quipped.

"He did _not_ just say that." Velvet said with a groan.

"Unfortunately, he did." Yatsuhashi responded.

" _Guys,_ " it was Coco over the scroll, " _That merc friend of Spidey's is down there tied to a chair, he could help us out._ "

"I'm on it!" Velvet yelled out.

" _What? No, Velvet stay back, Yatsuhashi or Fox will help him._ "

"NO! Spider-Man has helped me, I'm going to help him." with that there was no arguing and Velvet began her crawl to Deadpool.

Meanwhile, Spidey was getting his ass handed to him. He would dodge an attack every once in a while, but every time he stuck to the wall Electro would shock him using the abundance of circuits in the building. _No wall-crawling, and punching him is starting to get to my hands._ He rubbed his hands now slightly burnt from too many punches thrown at Electro, _If this keeps up, I'll lose sensation in my joints._ "Come on Spidey! Think!" _Wait..._

Velvet had crawled over to Deadpool, who was trying to cut himself free with a sharp piece of metal, "It's okay, I'm here to help," she said with a smile. She then grabbed a shard of glass and cut the ropes rather easily, "Now that I've helped you I need you to help us."

Deadpool gave a blank stare, "Of course I'll help you! That Mother Fu-Lover shocked me!" Deadpool stood up and grabbed his guns which he cocked, "Let's do this." Velvet gave a nod of determination. Deadpool and Velvet ran in to assist Spidey, though ill advised by Coco for Velvet to go she went anyways. Once by Spider-Man they saw some plan of his that seemed to be going well, he would attach webbing all over the walls and he would use them as his point of attack.

"What do we do?" Velvet asked as the rest of her team got behind her. Deadpool looked at her team and then back at Spidey, whose plan ultimately failed him as he was being electrocuted from a distance.

"You do you." Deadpool pulled out his katanas and dashed at Electro, "LEROY JEEEENNNNKINNSS!!" he sent a slash of his blade at the blue ball of energy only for himself to be hurt more than his adversary.

"You fool," Electro spat, "I can harness the electrons in your metal, I can stop your sword if I wanted too, but most importantly, your swords are conductors dumbass!"

Deadpool smiled under his mask, "I know." he then stabbed one sword into a power node and the other into Electro, "AUUUGHHH!" **_PAIN, LOTS OF PAIN!_** the surge of energy sent Electro from the outside into the power node. Soon he disappeared.

Spidey got up and looked at what Deadpool had done, "Do you know what the hell you have done!" he shouted giving Wade a slight shove.

"Uh, just saved the friggen day!" **_Huzzah._** Deadpool stood proud with his fists on his hips.

Spidey facepalmed, which is something he never does, "You. Moron!" he shouted with his hands in the air, "He can manipulate electricity dude!" Deadpool gave a blank stare, "And you just put him in the grid!" still a blank stare was his response.

"You just gave him the key to an unlimited source of power." Velvet said wide eyed and her ears drooping realizing the threat. The group heard clanging and a slight power surge put them on high alert.

"We have to find him." Coco declared, "Number one priority, take down Electro. We'll need to split up."

"Deadpool and I will take Velvet and head to the lower level, while you three go up top." Spidey declared causing Coco to cock an eyebrow, Spidey picked up on her body language and explained, "Look, Wade and I have super human capabilities, we can take care of Velvet AND fight Electro if need be. Okay?"

Coco looked at Velvet with a concerned look and Velvet nodded, to which Coco smiled, "Have her back by midnight." she said as her group went up the stairs to the next level.

"Let's rock." Deadpool said grabbing some rubble and throwing it in a sack. Spidey didn't even question it he just made the gesture to move out.

Velvet frowned already tired of Deadpool's schtick, "Shut up." Spidey chuckled at her dry remark. The group ran down the stairs, or at least Velvet and Deadpool did, Spidey crawled on the walls and was actually moving _faster_ than the other two. "Okay, how can you move that fast." Velvet asked the spider.

Spidey shrugged, "Eh, fruits and vegetables." The group continued through the currently dark corridors.

"Awfully Doom-esque down here." Deadpool joked. The other two didn't pay him any attention and just ignored him. **_Geez, least they could do is acknowledge us._** Suddenly there was a shock of light down the hallway. "That must be our bad guy." Deadpool and Velvet ran towards the light while Spidey opted for swinging there. Once there the group was slightly dissapointed to find Electro absorbing the power and as soon as he spotted the others he disappeared into the circuits again.

"Damn!" Spider-Man cursed as he punched the wall. His eyes widened when he had a moment of realization, "He's up top!"

On the top level, the rest of Team CFVY was searching for any signs of the electric using mad man. "Be vigilant," Coco warned, "that bastard could be anywhere." she was walking slowly, already with her gun drawn.

"Perhaps when, if, we find him we should wait for back up." Fox suggested.

"Spider-Man put us together because he felt we could hold our own," Yatsuhashi stated, "the least we could do is listen to him." that statement caused Coco to stop immediately.

"Okay, who said that Spider-Man was in charge? I'm still the leader here." Coco, though she would never admit it, felt like she was losing her team to someone who they just met earlier today. Needless to say, she was jealous.

"Do not get short Coco, Yatsuhasi is merely suggesting we listen to Spider-Man _because_ he has so much experience against this foe." Fox comforted. Coco merely nodded and gave a slight smile.

A crackiling sound was heard and the trio went to investigate. Unfortunately for them Electro decided to rear his ugly head _'Rear' his ugly head...'cause he's a butthead._ Coco laughed internally. "Oh...The spider's friends," Electro smiled as his body began to pulse with an immense amount of energy he didn't have just a couple minutes ago, "gooood." the trio readied themselves with Coco in the front with her gun ready to fire.

"I hope you like the light, 'cause your about to see a whole lot more of it!" before she could even fire Electro simply pointed a finger and shot an electric blast that caused all of her ammunition to blow up at once.

"AUGH!" Coco screamed in pain as she and her teammates were all simultaneously hit by her hundreds of rounds of ammunition. "Damn, anyone get the number of that walking generator?"

"1-800-DICKHEAD." Fox joked. He didn't say much, but over the year Coco got to know him, he had his moments.

Yatsuhashi groaned as he used his sword to lift himself up, "I believe that spider is getting to you Fox." Electro just laughed at the predicament he left the teens in. Profuse pain. Or, so, that was the plan, he wasn't used to this world and the concept of aura still was foreign to him.

"Why are you not dead!?" he growled seeing the teens get up with mere bruises, "You should all be dead!"

"Clearly aura is a new concept to you," Coco mocked, "allow us to break it down for you, Fox?" just then her orange haired teammate shot forward with his weapons drawn and his orange aura surrounding them as he hit Electro with his five hit combo. Sadly to the team's dismay, Electro used some sort of 'electric shield' to protect himself. Fox jumped back and slid to a halt as Electro tried to hit him with an 'Ultimate Bolt', essentially it is an electric bolt he shoots out of his hand, but he's in his Ultimate form hence the name.

"He's fast." Fox inquired, "And he's able to take a lot of punishment."

"That's because of my harnessing of the Electric grid!" Electro spat to gloat. Yatsuhashi felt he needed to do something and he lunged at Electro with is sword ready to sever. Electro lifted his hand and was able to effortlessly manipulate the electrons in Yatsuhashi's blade to easily listen to him, because of that, even with all of the force Yatsuhashi put behind the blow, Electro was able to toss his sword to the side. Yet, Yatsuhashi still approached with the same tactic and eventually Electro began to toy with him by blocking his attacks with one hand.

"Okay, well now he's just mocking us." Coco said in a dry tone, "Whatever." she transformed her gun back into a bag and went to assault Electro, who, did take the first hit, but grabbed Coco's arm and sent a current of electricity through her. He would've likely killed her too, had Yatsuhashi and Fox not caught him off gaurd by a powerful slash and then a six hit combo.

"Enough!" Electro yelled, "We end this, now!"

"I couldn't agree more." Electro turned in time to see Deadpool pull the trigger to his Deagle and hit Electro in the stomach, who gave an illicit scream in response, "Hell yeah! And the only reason I did that was because Spidey said 'No killing'!" Of course what Deadpool received was a growl, that was to be expected, what was not expected was Electro to teleport, or more specifically, use the wires to get behind Deadpool and set off all of his bullets. "Ah! God Dammit!" so that leaves him immobilized **_Yeah, don't mind us, we'll just lie here for awhile. No big deal._**

"Hahaha, I must say Wade, you look rather nice full of holes."

"Okay, don't get any ideas, I'm not that kind of mercenary." Deadpool quipped.

Electro raised his wrist, "Goodbye, Wade..." before anything could happen though, his hand was webbed up. Electro turning with his angry expression saw Spider-Man calling him on. With a flex of his forearm electricity shot through Electro's body destroying the webbing in the process, "Let's _spark_ things up."

"Oh God, do you kiss your mother with those puns?" Spidey quipped as he jumped out of the way of a bolt. Spidey got in close and with his webbed up hands again, began to lay down the hurt, "I mean, your mother was all ready ugly, so I'd hate to see what she looked like after _you_ kissed her!"

"Shut up!" a bolt shot and missed, _Good my plan is working, just need Velvet to get into position._ "Here Spider-Man, time for your medicine, 600 milligrams of DEATH!" another bolt shot, but this time stronger.

"Seriously? '600 milligrams of death'? When will you guys learn to just leave the jokes to the pros?" Spidey grabbed an Ice Dust that he got from Wade and decided to test one of his upgrades, _Dear Lord, Heavenly Father, I know you hate me and are probably not listening, but PLEASE make this work and I promise I will stop making agnostic jokes, seriously they kinda dampen the mood._ He placed the crystal into a new slot, the idea itself, in theory, should work. Once the mechanism fires, the dust will infuse with the webbing and create his own custom made 'Specialty Webs' _Gotta work on the name._ "Well here goes nothin'." he mumbled as he shot a web bullet for it to explode on impact with Electro and explode into a crystal of ice. Lenses widened Spidey didn't stop there he kept firing until Electro was fully encased in a giant ice crystal.

Spidey took a few steps back with his hands on his head to admire what had happened...of course he couldn't contain his excitement any longer and let it burst out, "Ya-hoooo! Yes! Yes! YES! I did it!" he took a few breathers before thinking of something witty, something Wade would say, "Man Electro, I always thought you were rude...but now I can see you're a real _Ice_ hole." silence, "Get it? Guys? Guys?" his hand was up for a high five, but all he received was a facepalm from Velvet and a thumbs down from Coco. Logically he did the only reasonable thing, "Self high five." he said high fiving his hand.

The celebration was short though as Electro found the strength to break free from his icey prison. "You think that is enough to stop me? I am invincible in this form!" soon the electricity seemed to pull toward him, causing him to seemingly grow stronger.

"What the hell do we do now?" Coco asked.

Deadpool got up and pointed Spidey over to the giant generator. To which Spider-Man gave a huge sigh of dissapointment, but what other choice did they have? Nodding to the idea he placed lightning Dust into both his web-shooters, "This better work." he mumbled to himself as he shot one tazer web into the generator and the other into Electro's chest. The surge of energy went frim the generator through Spider-Man and into Electro.

"What the hell is he doing?" Coco asked worried.

"The last thing he wanted." Velvet mentioned, "He's going to try and overload him."

"Oh...crap."

"Yeah."

"AAAAUUUUUUGGGGGGHHHHH!!!" Spidey screamed as all the electricity went through his body to get to Electro. For a normal man this would have killed them, _But I'm not a normal man dammit!_ "I Am. Spider-Man!" with new determination set in Spidey's eyes(lenses, but you know what I mean) he was able to hold on as he heard Electro start to scream in pain.

"Too much! Too much! Make it stop!" Electro grabbed his head as if he had the worst migraine in the world, "NNOOOOO!"

"Hey Electro." Spidey grumbled out, "Blackout." he said just as Electro's body overloaded and he reverted back to an unconscious form of his original body. Spidey also collapsed onto the ground in pain certain that the electricity had loosened some of his muscles enough to tear. Struggling to get up Spidey got on his feet, with the help of Deadpool and Velvet, and finished the job by webbing up his foe, "You lost... _shocker_."

"No, Electro." Deadpool quipped, which actually made the vigilante laugh rather than grunt in annoyance.

Coco pulled out her scroll and made a calm to Beacon, "This is Coco Adel, leader of Team CFVY, calling to inform the headmaster that our mission is accomplished and Electro has short circuited."

" _Well done Ms. Adel,_ " it was Glynda, " _Return to Beacon with the spider. And don't worry about Electro police are already dispatched to his location, however, you may need to explain why half of lower Downtown Vale is without power._ "

"Copy that ma'm, we will release a press report tomorrow morning." she hung up and looked at her team, "Come on then, let's go home." her team nodded and they got on a Bullhead sent to pick them up, including Spider-Man with the help of Velvet.

"That was fun." Velvet said in a sarcastic tone.

"No, it was _great_ I love not being able to use my arms!" Spidey sighed, "Thanks for your help Velvet, for what it's worth, you were the true hero today."

Velvet smiled a mischievous grin, one Spidey had not seen before, "Oh, I always help those who help me, eh Peter?" she nudged Spider-Man.

"What are you going on about Velvet." Coco asked. Velvet rolled her eyes and removed Spidey's mask to reveal a Peter Parker, who has clearly seen some better days, ones where his eye's aren't bloodshot, and he has less bruises.

"That wasn't fair Velvet, I can't use my arms!" Peter complained.

"My question is: How did you know?" Fox asked.

"I told you, familiar scent, and when I heard his voice and _terrible_ jokes I put two and two together."

"Four!" Peter shouted.

"See."

"How many people know?" Yatsuhashi asked Peter.

"Oh, you know, just Ozpin, Glynda, you guys, Blake, Pyrrha and Jaune." Peter said with pain in his voice.

Coco scoffed, "Oh, this is too much! To think, I have blackmail on you. Assuming you don't want this getting out." she said with a grin plastered on her face.

"Please don't."

Things were quiet, until Coco broke out in laughter, "I won't, you helped out Velvet, remember? Besides, you're an honorary member of the team now."

"You have proven to be quite proficient." Fox mentioned.

Peter chuckled, "Heh, and I was worried I would just be ficient." now through with games Peter was quiet as he began to focus. Glynda had told him that if he focused he'd be able to heal himself with his aura, and soon it will be second nature and he won't have to focus on it again, it will just...happen. Focusing all of his aura on his arms, he swore that he was getting more and more drained as he healed himself. _Still faster than my healing_ he thought.

Once the team landed at Beacon, Spidey re-donned his mask and walked the team back to their room. "We should do this again some time." he joked while panting, "Really get's the blood flowing."

Coco turned to him and was the first to respond, "Yes and some time," she walked up to him and the two were face to face, "you may have to walk. On. O-ver." she said as she walked her hand up Spidey's chest, _Well now I'm frightened_ he thought. "Come on Velv, give your _hero_ a kiss." Peter thought Coco was joking, but she literally pushed Velvet right at Peter, "You know he saved your bushy tail at least twice today!"

"That's racist." Spidey joked.

Velvet chuckled too, "It's all in good fun." the two stood awkwardly by each other for some time, "Soooo...see you...in...Ooblek's"

"Yeah!" Velvet didn't know what else to do so Peter kinda took the lead by bringing his fist up to chest level. Velvet looked at his hand and after a bit of thinking she finally gave in and the two bumped fists.

"Laters Parker."

"Shhhh, not so loud." Velvet pulled her ears over her eyes in embarrassment.

"I'm sorry." Spidey smiled and patted her shoulder. With that he left.

Peter, now back in street clothes, marched all the way to Ozpin's office. "Okay, seriously, next time, don't do that to me! You guys made me blow my cover." Peter said crossing his arms, talking about Team CFVY.

"To be fair, we never revealed anything, that was on you." Glynda countered.

"Well I didn't know that a faunus' smelling senses were so great they could recognize _my_ scent. You know how weird that is? It's like I'm hanging out with Smelly Dog or his daughter."

Ozpin and Glynda both cocked an eyebrow, but decided not to ask. "It would have happened in due time Mr. Parker, just relax." Ozpin said.

Peter grumbled and crossed his arms before he let a slight smile form, "It...was kinda fun, having other people know who I am. I mean, they can take care of themselves rather well, I mean Coco and her team were all like, _Wagh, Hiya, Wah!_ " he made chopping gestures, causing Glynda of all people to chuckle.

"How old are you? Six?" she asked rhetorically.

"Yeah, but I read at a Seven year old level." Peter stuck out his tongue and chuckled.

"Do you approve?" Ozpin asked, throwing Peter for a bit of a loop.

"Yeah, they're aight." he said.

"Goodnight Parker." Goodwitch said with finality and Peter left.

Peter started walking back to his dorm when he had an idea, _I should perfect these shooters huh? I mean, no problems today, but what about later._ Peter decided it was best to head to the chemistry lab where he could upgrade in peace, and without the others knowing. On his way he spotted a familiar blond leader, "Hey Jaune." he said causing Jaune to jump in surprise.

"Oh, hey Peter." he cocked an eyebrow, "Uh, what are you doing up this late?"

Peter chuckled, "Could ask you the same thing. How's your team? Feel like I haven't seen them much lately."

Jaune frowned, but recovered as to not have Peter notice, "Great, great." he gave a nervous laugh to seal the deal.

Peter, too, cocked an eyebrow, _What's up with Jaune today, he's been all over the place._ "Okay, see ya." the two nodded and went their seperate ways. _That was weird._

oOoOoOoOoOoOo

 **Deadpool**

Deadpool returned back to the base of operations where he was met by Roman who had a scowl on his face, "Hey Torchie," he greeted, "beautiful night isn't it?"

Torchwick took a puff of his cigar before blowing it in Deadpool's face, "Deadpool, do you know how much power we have?"

"Um, the White Fang at our disposal? Still four members of the Six?"

Roman growled, "I meant _actual_ power, like electricity and such." Deadpool looked around and noticed that the only lighting came from windows, but before he could say anything Torchwick continued, "NONE! We have _no_ power whatsoever!" he tossed his Cigar at Deadpool, "How long are we gonna be in the dark!"

Deadpool sighed, "Probably about a week, we may need to change locations." he expected Roman to be furious, but instead he was **_Laughing?_**

"This is perfect, if we change locations then that takes potential losers off our trail. Great thinking Deadpool, way to go." Roman patted Deadpool on the shoulder and whistled signaling the White Fang members to pack up.

 ** _That was weird,_** "Yeah, no shit."

oOoOoOoOoOoOoOo

 **Peter**

Peter woke up the next day with a sense of urgency, he's been waiting for this day for a while, after all, it wasn't _just_ his web-shooters he was working on. _I hope he comes though._ Peter checked his phone, not his scroll, his _phone_ that was still on Earth time. He looked at the date ' _Saturday November 11'_ "Okay, let's do this."

He got out of his bed and quietly snuck out of tge room, luckily for him nobody in his team noticed. When he got into the hall he saw a disgruntled leader by his door, "Hey Jaune," Peter whispered and Jaune looked at him, "you lock yourself out dude?" Jaune looked at his door and at Peter and smiled nervously shaking his head, he then pulled out his scroll and pointed at it. Peter frowned _I wish you'd talk to me dude, I can't help my friend if you can't tell me what's going on._ "Okay then." with that Peter left to get his 'Special Project' from the Chem Lab.

 _Okay, here it is,_ Peter grabbed a metal disk and two two by four wooden planks. "Let's do this."

Walking out to a hill high above Beacon overlooking all of Vale, Peter sat, waiting. Minutes past, then and hour, then two. "Where the hell are you?" Frustrated, Peter pulled out his scroll and texted Wade. " _Oi, where you at?"_ he asked.

" _Am on my way._

 _"Kinda forgot, I was moving stuff"_

Peter rolled his eyes, " _Well hurry up dude!_ " after a few seconds a poof was heard and Deadpool arrived behind Peter.

"Sorry I'm late, traffic was crazy." Deadpool said with a mock groan. Peter smiled and tossed him a hammer and some nails. Deadpool took the nails and the hammer, and nailed the two boards together in a cross symbol. Deadpool then took his combat knife by his right boot and carved a name on the board going horizontal. ' _Capt. S. Rogers'_ slight tears rolling down his face, Deadpool handed the cross to Peter, who jammed it into the ground. Deadpool looked at the make shift circular sheild, "That looks pretty good, must be nice having resources from a Huntsman school, huh?"

Peter chuckled, "Yeah, but finding metallic paint was still difficult." he placed the shield in front of the cross, it painted with red, white and blue with a whit star in the center. Peter coughed before motioning to Deadpool, "You've known him longer, you got any words?"

Deadpool looked at the cross and took a deep breath, "You, were always there for us. You were an inspiration for generations and when you re-emerged your legend continued.

"Your fight didn't stop at the war, your new fight was to preserve freedom and the rights of the people in your country."

"You didn't care if people were immigrants or naturally born," Peter continued, "because YOU stood up for anybody and everybody that deserved freedom. Some call you a boy scout."

"Some call you the gangster of love." Peter hit Deadpool in the arm, "Sorry, but you did what you believed was right, and I'm sorry to see that it took your death to realize you were right." a tear shed on both Peter and Deadpool, "You were the only one I respected."

"You were the one that showed me to not follow blindly."

"And even though you are gone...your legend remains. Because, you weren't just a person, you were an idea. The greatest idea Americans ever had, you showed us that there is a Captain America in everybody. And so we honor you and all our fellow Captain Americas, over seas."

"At our homes."

"At Comic-Con, and the inspiration you gave others. You, were a hero."

"You are a legend."

"And you will forever be a true Patriot. Thank You for your service, Happy Veterans Day." Deadpool looked at his hand, "Okay, let's see if I can remember how to do this." he lifted his right arm and saluted the cross. Peter feeling it was the most fitting gesture to do, did the same.

"We're gonna miss you Cap. But, no matter where we are, Earth, Remnant-"

"Hell." Peter glared at Deadpool.

"You will always be remembered. Thank you." Peter and Deadpool didn't say any words after that they gave each other a hug, shook hands and went their seperate ways. Today they will remember and honor, tomorrow they will get back to buisness as usual.

 **Happy Veterans day.**

 **Yes Civil War happened, Yes Cap was killed during it, anymore questions PM me. Remember, Like, Favorite and review. Sorry for the short chapter, but I liked it. Get ready for the next chapter because we are...Time Skipping...about a week.**

 **Next Time: Forever Fall...Flat**

 **Laters Sheeple.**


	23. Forever FallFlat

**Forever Fall...Flat**

 **One week later...**

Peter and the gang, minus Jaune, were in the cafeteria trying to enjoy lunch. Nora was telling one of her stories again, only Yang was paying attention and Ren was trying to place her story into context, but failed as Nora would immediately interrupt him by continuing her story. Jaune, who was noticeably absent, was "Fratnizing with CRDL" as Ren would put it. Peter could see it in Jaune's eyes, he didn't like "Fratnizing" with CRDL, but he looked...stuck, or lost, like a puppy who couldn't find it's way home.

Peter let out a loud sigh, which caught the attention of his friends, "Something wrong Peter?" Nora asked. Peter blinked a couple of time processing what had happened, _Oh crap, what do I say, uhhh..._

"Hm, what?" _smooth Parker, like Michael Jackson you are...idiot._ His friends looked at him with a sad expression, "Woah, what's up with all the sad faces? I'm okay guys seriously, please it's not like I'm depressed."

"Then what IS wrong with you?" Weiss asked, "You're being more moody than Blake, and that's saying something." though Weiss couldn't see it Blake was giving her what Peter had dubbed her 'Death Glare' because it was like she doing the penance stare on you or something. Peter chuckled at his inner thoughts causing Weiss to scowl at him, dropping whatever it was she was doing at the moment, "And just _what_ is so funny?"

"Blake, hehe." Peter continued to chuckle and the heiress sent a confused look towards her teammate.

"I haven't done anything." she said holding her hands up in a mock surrender.

"No, she just looks funny when she's mad, that's all." now Blake was scowling at Peter, luckily that seemed to take the attention off of him as Yang was now laughing at Blake's face.

"He's right Blakey, you do look funny!" Yang laughed so hard she started pounding the table. Peter took this time to leave the group, but not before stopping by the kitchen and get more food, _Hey, a growing meta-human like myself needs to eat...I actually may start gaining mass if I keep eating._ That aside though, Peter was leaving because he needed advice.

Peter knocked on the door of Team CFVY, he was just hoping the person he was looking for was there. The door opened to reveal Velvet brushing her teeth while wearing a tank top, sweats and- _Oh no..._ Peter couldn't hold back a snort as he saw the white bunny slippers she was sporting. "Something I could help you with Pete?" she asked.

Regaining his composure Peter asked his question, "Actually do you know if Coco is here?" Velvet stopped brushing her teeth and gave him a funny look, like she was analyzing him to see if there was something more.

She smiled and nooded, "Of course, come on in." Peter walked into the room to see Yatsuhashi sharpening his blade and Fox... _Meditating? I...guess._ Peter thought. "Don't worry I'll get her for you," she placed her toothbrush in the bathroom and came out smiling. Peter stood there awkwardly because Velvet didn't come back with Coco, "COCO! YOU HAVE A GENTLEMAN CALLER!!" _Wait, WHAT!?_ Peter was not expecting that, and the quick flush to overcome his face was proof of that. Coco ran out of the bathroom in a towel and her hair sopping wet.

"Is it Monty?" Coco asked in pure excitement and saw Peter who gave her a nervous wave, "Oh...what do you want?" Coco asked in a _very_ dissapointed tone.

"Uh...I need some advice." Peter said looking away from Coco, trying to hide his blush.

Coco rolled her eyes, "You _could_ look at me and ask that."

"No, I-I-I can't." Peter coughed a few times, "You're um...not exactly dressed."

Coco looked down at her appearence, "Oh, you have _got_ to be kidding." Peter whistled a tune while still looking away, "Ugh, fine!" Coco disappeared and reappeared now sporting her signature look, but her hair was still wet and her shades were off, "Okay, what do you need?" she sat down and motioned Peter to do the same, which he did.

Peter let out a slight sigh, "It's about Jaune..."

"Oh. My. God...you're gay, aren't you?" Coco said covering her mouth in surprise.

"What? No! I'm not gay!"

Coco laughed, "I know, your pants told me." Peter self conscious looked at his groin area, "Haha, kidding. Man you are _really_ easy!" she patted Peter's shoulder as she continued to laugh.

 _What a witch._ Peter thought with a growl, "Look, something is wrong with Jaune, and I don't know what to do."

Coco adorned a serious face now as she knew that if a leader was having problems it may affect their team _And that Nikos girl is too good to be on a dysfunctional team._ "What's wrong?"

"You see, that's the problem, I don't know. He won't tell me! Ever since he started hanging out with CRDL he's been distant, like I'll talk to him and it's like he's in a different world." Peter rubbed his face in frustration, "I just want my friend back."

Coco had her hand to her chin thoughtfully, thinking of something to say, "Why not let it be." she said finally. _What?_ Peter thought, _What is she talking about that sounds stupid!_ Peter's face formed a scowl that could rival that of Weiss'. Coco saw this and elaborated, "Look, he's with those assholes, CRDL, right?" Peter nodded, "That means that he may be forced to do something. I've seen Winchester and Arc interact, and Cardin wouldn't be acting all buddy-buddy unless he had dirt on Jaune, and he knew it." Coco inquired and Peter was blown away by this. _She's waaayy smarter than I thought she was. This girl's all full of surprises._ Peter thought.

"So...do nothing?" Peter asked.

"Yes. If Jaune really is in trouble then you trying to help may hurt him. He dug his hole, let him climb out." she patted Peter on the shoulder and led him to the door, "Now, get the hell out of my dorm. I'm expecting someone and you're ruining my 'get ready' time." the conversation ended with Coco slamming the door in Peter's face.

Peter sighed and smiled, "Why am I not surprised?" he turned around and saw a black void and a table in the middle. _Oh, this._ "Nah." he turned around again to see the door was gone. "Guess, I have to talk to you, huh?" Peter asked.

The chair behind the table turned around to reveal Madame Web, "Of course. Why would I bring you here if I had nothing to say?"

"To waste my time." Peter said with a snort.

Web sighed at the comment, "You know, I seem to recall Spider-Man of Earth-616 making a similar remark when I first started helping him."

Peter smiled, "Does that mean I'm gonna be a legend?"

Web chuckled, "Boy, you are here to fix a strand on the Web of Life and Destiny. Nothing legendary like saving the universe." Peter frowned, "Look, I know it's hard to accept, but you are not as special as some of the other iterations I've helped."

"Then why seek MY help? I'm sure palindrome could handle it fine." Peter said with a bit of venom in his voice. He was still upset he was pulled away from his home to do this.

"Because that wasn't his destiny, it is yours." Web said with a smile. Peter feeling stupid put on an apologetic face, "It's not your fault. You are young, you are still confused about your place in the world, high school crushes, etcetera." Peter cocked an eyebrow, but decided to not question it. Web sighed yet again, "Look Peter," she showed him the Web of Life and Destiny, "do you see the strands with this world?"

It took Peter some time, but eventually he found it, "Yeah, over here. I found it because I saw Yang's semblance."

Web nodded, "Did you know you are not the first Spider-Man to be sent to a reality with Remnant in it?" Peter shook his head, "Indeed, that is why you need to fix it. Look here, in this reality the Spider-Man, a Peter Parker like yourself, had lost everything in New York, due to an invasion of sorts. He was sent to Remnant by the Sinister Six, so that they could be rid of him.

"Once there he made a choice to keep being Spider-Man, in fact his life here has been similar to your own." Web then frowned, "But, the strand has become grey and distorted, the ending is missing and if this continues, along with the others, the strand will break. I don't think I have to explain to you what happens when a strand breaks, do I?"

Peter gulped, "I can guess." Peter kept looking through different stands that connected to the one he was shown, until he came across one with Spider-Man that was fighting a man that looked eerily familiar, "What the hell? Mr. Fear, what's he doing there?"

Web looked at the strand of a Spider-Man fighting Mr. Fear in a mine before being saved by Weiss Schnee of all people, "Ah, I see you've found my current person of interest." Peter frowned, and Web chuckled, "Allow me to explain, this Spider-Man had turned up rather recently and I've been keeping a watchful eye on him."

"Ironic since you're blind." Peter kept looking at the kid until he removed his mask, "So, what's his name?"

Web smiled again, "I can't say, but I can tell you that, unlike yourself, he was born with his abilities." Peter gave an approving nod, "He's half Faunus."

"Cool." Peter said while continuing his nod.

"But, his story is also diluted, the strand is there, but still needs to be strengthened. It is up to _you_ to strengthen it."

Peter frowned, "But how do _I_ do that?"

"You will know when the time comes."

"Great, are we done? Can I go?"

"Oh, this isn't why I called you here, I actually had something important to say."

Peter threw his hands in the air, "Then why did you tell me all of that?! And don't say bec-"

"Because you asked." Peter groaned, that was exactly what he didn't want to hear. "Don't help Jaune."

Peter shot his head up to look at Web, "What?"

"Don't help Mr. Arc, he must learn to handle this on his own, and if you _don't_ interfere, then it shall be that way."

"Ooookaaayy?"

"Good, you may leave." Web snapped her fingers and as Peter turned around he was now in the hallway again. _Huh, looks like no time passed._ Peter thought as he began to walk back to his dorm.

oOoOoOoOoOo

 _It's getting_ _late_ Peter thought, _hopefully I don't have to play twenty questions with the girls._ When Peter rounded the corner he saw Ruby talking to Jaune, _Damn!_ Peter quickly hid behind the wall so he could hear the conversation, if there was anybody he knew that could get information out of Jaune, it'd be Ruby. _Her and her puppy eyes._ Peter thought with an internal chuckle.

"Nope!" Ruby said, making a distinct 'pop' at the end.

"No?" Jaune asked.

"Nope." Ruby said she then continued, "You're a leader now Jaune, you're not aloud to be a failure."

"But, what if I'm a failure at being a leader?" Jaune asked.

A few seconds of silence, "Nope!"

Jaune chuckled, "Ya know, you're not the easiset person to talk to about this kind of stuff."

"Nope!" again was Ruby's response, "Jaune, maybe you were a failure when you were a kid," _Ouch._ Peter thought, "You might've even been a failure when we first met," _Salt on the wound there Rubes, even I felt that one._ Thankfully Ruby had an upside, "but, you can't be one now. You know why?"

"Um, bec-" Jaune started, but was immediately cut off by Ruby. Apparently Jaune didn't realize it was a rhetorical question.

"Because it's not just about you anymore." some silence, then Ruby elaborated, "You've got a team now Jaune, we both do! If we fail, then, we'll just bring them down with us," _Knowing my luck that would happen anyway._ Peter was enjoying adding to the conversation by not adding to the conversation it was a good way for him to get his sarcasm out, "We have to put our teams first, and ourselves second. Your team deserves a leader Jaune...and I believe it could be you." _Damn, Ruby is like Yoda up in here! Give up never you should, hmmm!_ _Always milk use to dip cookies with._ Peter heard Jaune give a light grunt, sounded like it was out of understanding, not annoyance. "Goodnight Jaune." Peter heard the team door open and shut.

"Yeah." Peter looked around the corner to see if he should show himself, but stopped when Jaune got a call on his scroll...from Cardin, and it didn't sound friendly.

" _Hey! It's your buddy Cardin. I know you're probably busy with that Dust project I gave you, buuut, I'm gonna need you to go out and get me a box of Rapier Wasps."_ Peter heard Jaune gasp in surprise, " _and make sure they've got some REALLY big stingers. It's important, so don't goof this up!"_ the last bit was definitely more of a 'Do this or else' kinda tone, and Peter didn't like it. _But Madame Web said not to get involved._ Peter lost his train of thought when he heard Jaune coming towards him, _Crap! Gotta hide!_ Jaune rounded the corner and moped his way down the hall, not noticing Peter perched on the ceiling. _Good ol' spider powers, what would I do without you?_

Peter hopped down and approached his door, _Please be decent, please be decent pleeeaaassse-_ Peter opened the door to the girls, but one caught his eye. Blake. Blake was standing by her bed, putting on her kimono, but it was open and Peter saw EVERYTHING, "Decent..." Peter said the last part of his thoughts without realising it, _Oh...stupid, stupid mouth._ Peter stood with his mouth agape, and it was clear the others were caught off gaurd as well. "I-I-I-I think t-that I'll sleep out-out here." Peter stuttered worried on the repercussions. He slowly closed the door and lied down by the door.

On the other side of the door Yang was trying to keep it together... _Trying_ being the key word. It was not working, "Did Peter just give you the once over," she paused to laugh, "and say 'Decent'?" Blake kicked Yang's mattress from down below, her face as red as the curtains.

"I think it's horrible," Weiss started, "I mean, why didn't he knock? This is what happens when you have no morals."

"Well, to be fair, this _is_ Peter's dorm too." Ruby said touching her fingers together.

Weiss scoffed, "That doesn't matter, we outrank him four to one. Knocking, when there are girls present, is a courtesy."

"Man, he's probably beating himself up about it," Yang said lowly, "I'm gonna go comfort him!" Yang jumped down from her bunk and walked out into the hallway, where she saw Peter laying on the ground and his eyes were shining, like there were tears.

From the other side the girls thought they heard crying. "Okay, well he shouldn't feel _that_ bad." Weiss said with a sad expression.

In actuality, Peter AND Yang were crying tears sure, but not tears of sadness, tears of laughter. "I can't believe I said 'Decent'." Peter was covering his mouth trying to remain quiet and Yang was doing the same.

"What-What was going through your head?" Yang asked, her face practically turning red from how much she was laughing.

"Probably a chemical endorphin that elicits pleasure." Peter said, a little more calm now.

All was quiet until Yang broke out into laughter again, "Hahaha! What?! You are such a NERD!" the other girls poked their heads out to see Yang with her arm around Peter's shoulder laughing, while he's laughing into her shoulder trying to stay quiet.

"What's going on here?" Weiss asked in her usual 'Ice cold' tone _Heh, more like Weiss cold._

"Blake," Peter stood up, "I'm sorry I burst into the room, I thought everybody was dressed."

Blake averted her eyes from Peter's gaze, "Actually...it was kinda my fault. I was re-adjusting it, I didn't even think you'd be coming in."

"Yeah Peter, not even the courtesy to let her know you were _coming._ " Yang winked at Blake and it took all of five seconds for everybody to get the joke.

"Can I hit her?" Peter asked.

"Your funeral." Ruby joked.

"Okay, this is how I'll make it up to you guys-"

"You could tell us a super cool story!" Ruby blurted and Yang was all for it, Blake smirked and even Weiss gave the start of a smile.

"Heheh, okay, let's go inside." the girls all sat around Peter's bed as he began his story, "Okay, let me tell you a tale to astonish, I'm going to tell you about the Uncanny heroes known as the X-Men."

"So is it a team full of transgenders? Get it...Ex-men? Eh?" Yang joked. Blake and Weiss shushed her.

"So, basically this team all started with one man named Charles Xavier..."

oOoOoOoOoOoOo

 **Jaune**

While Peter and his friemds are having fun, poor Jaune Arc is out in the Emerald Forest at night...alone. _Okay, Rapier Wasps, where would I find them..._ Jaune thought as he went on his little scavenger hunt for Cardin, "Man, this is so lame!" he complained, "It's bad enough that I'm forced to do this for Cardin, but..." Jaune thought back to the last talk he had with Pyrrha.

 _"I'm tired, of being the lovable Idiot! I don't want to be the damsel in distress sitting in a tree while my friends fight for their lives!"_

 _"But Jaune, I can help you."_

 _"Just-Just leave me alone."_

 _"If that is what you wish."_

"AGH! I'm so stupid! Why did I push her away? She's my friend and partner, we're supposed to help each other out." Jaune slumped against a nearby tree to grieve. "You're wrong Ruby...I _am_ a failure." Jaune dug his head into his legs and just sat there. He was broken out of his stupor when he heard something breaking the twigs nearby him, "What the?" Jaune quickly pulled out his sword and shield to defend himself but was stopped by a man wearing a red suit.

"Woah there buddy, I'm not here to hurt ya'." _I know this guy_ Jaune thought.

 ** _You think he remembers us? I mean it has been a few chapters._** "Someone isn't reading the thoughts." Jaune gave the guy a confused look, "Deadpool: Mercenary." Deadpool held out a hand for Jaune to shake.

Jaune, reluctantly took it, "Jaune Arc...idiot." he slumped more against the tree.

"Hey, hey, hey. Where is all of this coming from?" Deadpool asked.

"Well Deadpool...I messed up."

"I know, and it's okay."

Jaune looked at the mercenary, "What?"

"Everything is gonna be F-I-N-E."

"But how are you so sure?" Jaune asked as he wiped away a tear.

"Just trust me," Deadpool then pulled out a box and handed it to Jaune, "and take this, going into the forest at night is suicide."

Jaune looked at the box with a 'W' on it, "What is it?"

"It's those Rapier Wasps you needed."

"H-How did you-?"

"Relax, I told you, everything is gonna be fine. Now scram." Deadpool pointed towards Beacon and Jaune agreed to leave.

 _Man, that guy was weird._

oOoOoOoOoOoOo

 **Peter**

Peter and his team are on the airship heading towards the Forever Fall forest. A forest that always looked like it was in autumn. _That sounds pretty cool and...impossible._ Peter was brought out of his thoughts when Yang slapped his shoulder and practically knocked him off balance. "You know Yang," Peter started, "I'm 5'8 and about 160, so you hitting me like that will probably send me out that window."

Yang smiled, "Well you wouldn't be so small if you _lifted_ once in your life." Yang pointed at herself, "I mean, look at me, I do at least twenty pushups everyday. And that's just to stay in shape." she playfully pinched Peter's arm to which he slapped away, "Look, you have muscle, but just training with me and Blake on fighting styles won't get you stronger." she crossed her arms, "You need to eat more ya' know? You burn a lot of calories and you haven't been receiving any. Also, you need to do push up's every morning," Peter groaned, "fifty." Peter groaned more, "And at least 100 sit ups a day."

"Okay, there's working out and then there's shooting me in the foot Yang." Peter complained.

"That's perfectly resonable, you just don't want to exercise." Blake cut in.

"Fine." Peter grumbled.

The Bullhead and the group of students -which included JNPR, RWBYS, CRDL and some other teams- and Glynda Goodwitch made their way through the forest. It was about noon so there was plenty of daylight. Peter wasn't quite sure why they were here, something about Professor Peach's class, which made no sense because she was Dust Chemistry _What would she need here? Unless she's also a Botanist teacher or something_. Peter stopped and admired the forest that truly did look like it was in a state of 'Forever Fall' like it's namesake suggests, _I'd be okay with studying the biology of this place for like a week. If I could figure out how these worked that could be my next science fair project!_ Peter smiled, but that soon turned into a frown, _I mean, IF I get back._ Many students seemed to have a similar idea to Peter, the part about gazing at the sights not the science fair, but it was almost immediately that Goodwitch gave a warning, "Yes students, though the Forest of Forever Fall _is_ beautiful, it is also teeming with Grimm who will not stray from attacking you on a moments notice. That is why I'm here to make sure you stay safe while you collect Forever Fall tree sap for Professor Peach," Jaune came in at the last part of the speech carrying six empty jars, and ran into Cardin, who gave him a glare causing Jaune to whistle nonchalantly, "You have four hours to retrieve one jar of sap per person and return here. Well, with that said, be careful and of course, have fun." Peter swore Glynda nearly choked trying to say that part.

Jaune tried to leave with his team where Pyrrha was waiting for him, but was stopped by Cardin, "C'mon Jauney boy, you wouldn't want to leave your friends, would ya?" Jaune sighed while Pyrrha gave him an upset look before leaving with Ren and Nora and Team RWBYS.

Peter stopped Jaune in his tracks before he went to far ahead with CRDL, "Hey Jaune," Peter whispered before he brought Jaune close for some...life advice, "I may wear the suit and save people daily, but that doesn't mean you can't do your best to protect those closest to you." he pushed Jaune toward Cardin who began to call for Jaune in frustration. Jaune looked back at Peter who called to him, "There's a hero in all of us!" Jaune frowned at that comment, _There's a hero in all of us. What the hell does that mean?_ he thought.

Peter sighed before turning on his heels to join his team, _Dammit Jaune._

oOoOoOoOoOo

 **Jaune**

 _What is going on? Why am I woozy?_ Jaune thought as he carried six jars full of sap to where Team CRDL was resting. Once making it to his destination Jaune collapsed with his face slightly swollen and nose stuffy. "...well speak of the devil. Guys we should be sure to thank Jauney boy here for getting this sap for us." Cardin said to his team, who laughed in response.

"I think I'm allergic to this stuff." Jaune said, with a stuffy sounding voice.

Cardin brushed it off, "Yeah, yeah, yeah, look Jaune, you're probably wondering, 'Why did my buddy Cardin ask me to get six jars of sap, when there is only five of us?' "

"That has been one of the many questions I've asked myself today, yes." Jaune replied, face still in the ground. _And also what the hell it is that Peter was talking about!_

Cardin pulled Jaune by the spot that he was laying down at, "Well this is the reason."

Jaune looked out across the way to see Pyrrha filling up her jar of sap while Peter and Ruby played hot potato with one of their jars. Jaune almost laughed when Ruby dropped the jar and it exploded over her shoes. But, back to Pyrrha, "Pyrrha?" Jaune asked.

"There she is, red head know it all, her and that Puny Parker are the bane of existence." Cardin growled while pounding his fist against the ground.

"But what did Pyrrha do to you?" Jaune asked.

"Every time in that class she corrects me after I say something, what do I care about the faunus? Well now it's time we teach her respect, while getting that Parker too." Cardin pulled out a box of Rapier Wasps that Jaune had given him from...somwhere, _Where did he pull those from?_ Jaune thought as he looked at Cardin's back, _He couldn't have had those on his back the whole time right?_ "Now, according to a paper Jaune wrote for me last week," Cardin continued "Rapier Wasps looove sweet stuff, which is where you come in." Cardin looked at Jaune and handed him a jar of the sap.

"Huh? No, I-I can't!" Jaune pleaded, he didn't want to hurt his friend _especially_ Pyrrha, she was too good for it.

But Cardin anticipated his...uncoopertiveness, "Do it, or I tell Goodwitch about your little secret."

Jaune took the jar and lifted it, ready to throw it. He turned and saw Peter staring him down, but not doing anything, Jaune looked back at Pyrrha and suddenly Ruby's advice rang through his ears ' _Nope!'_ okay, not the advice he thought he was gonna get, but it was good enough. "No." Jaune said as he lowered the jar.

"Heh, what was that." Cardin leaned closer to Jaune.

 _Big mistake,_ "I said NO!" Jaune threw the jar at Cardin and it shattered with the sap covering his chest. Immediately Jaune regretted what he did as apparent by his worried/apologetic expression.

"Oh, now you've done it Jauney boy." Cardin snapped his fingers and Sky, Dove and Russel all grabbed Jaune as they led him deeper into the forest.

 _Oh God_ _I'm in danger! I'm gonna die!_ Jaune was kicked down by Cardin and Jaune never really noticed how much taller the other teen was, even if he was on the ground. "You know that wasn't very smart Jauney boy," Cardin said as he grabbed Jaune by his collar, "Now, I'm going to make sure they send you back to mommy in teeny tiny pieces."

"I don't care," Jaune grunted out, _Man Cardin hits hard!_ "But you are NOT going to hurt my team!"

Cardin scoffed and almost laughed at the teen trying to defend his team when he couldn't even defend himself, "What? You think talk like that makes you tough? You think you're a big strong man now?" Jaune coughed and chuckled, "What's so funny, huh?"

"If Peter were here, he'd say something along the lines of, 'Your mom said I was man enough' heheheh..." this sent Cardin over the edge, it was bad enough he had to hear stupid jokes from Parker, but now Jaune was following his footsteps, _and_ making fun of his mother? Nuh-uh, that won't do.

"Yaaah!" Cardin sent a fist at Jaune's face, but he was blinded by a white light and the next thing he knew he was holding his hand in pain.

Jaune looked at his hands to see them shimmer white, _Woah...force field._ But Jaune didn't have time to sit and admire because almost immediately he was kicked down by one of Cardin's 'mooks' as Peter called them.

After getting over the pain Cardin steps forward ready to confront Jaune, "Let's see how much of a man you really are." but before anything got serious a loud roar was heard _very_ nearby them. From out of the shadows of the woods a giant Ursa, perhaps the biggest one Jaune had ever seen appeared and it seemed to only have eyes for Cardin

"Oh, the tree sap...yeah, maybe that wasn't the _best_ idea." Jaune said under his breath. The grimm stood up and sniffed the air, CRDL didn't know what to do, so resorting to their baser instincts, the rest of CRDL fled, leaving Cardin and Jaune to fend for themselves.

"That's a big Ursa!" Russel shouted when he ran away.

Cardin turned to see his team retreating which was a big mistake because the Ursa took no time to attack, swiping a paw and launching Cardin at least ten feet away from where he was before. Jaune immediately winced at the pain, he was glad it wasn't him. As the Ursa stalked towards Cardin, Jaune had a chance to bail and get help, and he likely would've if two things hadn't happened. The first, seeing Cardin lose his weapon and have no way to defend himself, he still might have left, but...

 _'There's a hero in all of us!'_ Jaune heard Peter's words echo through the back of his mind.

 _... God dammit._

Back with the gang, they too heard the roar of the Ursa, and if they didn't, well it's a good thing Ruby was there, "Did you guys hear that?"

"Ursa! Ursa!" Russell kept yelling before running into Yang's...torso. **_Nice save._**

"What? Where?" Yang asked with urgency lifting the teen off the ground.

"Back there, it's got Cardin!"

Pyrrha dropped her jar of sap and gasped in fear, "Oh no, Jaune!" Ruby was quick to give orders to get help, while she, Pyrrha and Weiss went to help out Jaune. "Where's Peter?" Pyrrha asked herself.

The trio arrived to see Cardin crawling on the ground and for Jaune to save him by stopping a paw slash from the grimm. He was stuggling, but managing. The others would have assisted but Pyrrha stopped them, even Peter that had been watching the whole ordeal from a nearby tree was waiting for things to get too hairy.

Jaune finally lifted the paw away and landed a vertical slash against the grimm, which only succeeded in pissing it of even more. The grimm sent another paw slash and Jaune used his 'survival' instincts to roll out of the way...barely. _C'mon Jaune,_ Peter thought. Getting up Jaune narrowly avoided another slash by jumping over it. _Not my best idea, but oh well._ Jaune thought. That proved to be true as he was immediately lunched towards Cardin, but he rolled to his feet and charged at the beast again. This time he went for a jump slash, only to be brought down immediately. He got up slowly and saw that his aura gauge was now in the red, _C'mon Jaune, this is a make or break situation. What is it that I heard that Deadpool guy say?_ "LEROY JEEEENNNKINNS!" Jaune shouted as he charged at the Ursa, bringing up his sword as it brought up it's paw.

Off in the distance Peter groaned and face palmed, "Did he seriously just say _that?_ " _Dammit Wade._

Back to Jaune, this was it this was the moment, that Jaune would have died, _IF_ Pyrrha hadn't used her semblance to make a...slight...adjustment for Jaune, causing him to block the paw of the Ursa and while crouched he sent a devastating blow to its neck chopping it off.

Peter was more than impressed, even if he did catch what Pyrrha did. _Way to go Jaune._

Jaune stood a little bit taller after that, and being the bigger man, he went and offered Cardin his help, "Holy crap, Jaune?"

Jaune got up in Cardin's face, "Don't ever mess with my team- my...friends, ever again. Got it?" Cardin could only nod with an apologetic look plastered across his face. Jaune walked away to meet up with his team, now once again, a free man.

"Hey Jaune!" Peter grabbed Jaune by the shoulder.

"WAUGH! Crap, Peter?! You scared me."

"Hehe, sorry bud." Peter patted Jaune on the shoulder, "Good job dude." Jaune smiled feeling the happiest he's felt in almost a week.

oOoOoOoOoOoOo

Back at Beacon, Jaune is standing on ths roof top that Pyrrha took him to earlier, right now he's just...chillin'. The silence was broken when his partner came from behind, "No Cardin tonight?" Pyrrha inquired, "I thought you two were...best buds."

"Nah, that's reserved for me." the two turned to see Peter doing sit ups...on the wall.

"How long have you been there?" Pyrrha asked.

"What time is it?"

"8:30." Jaune responded.

"I've been here for two hours."

"But...why?" Pyrrha asked almost afraid of the answer.

"Avoiding Yang."

"Why?"

"I...messed up her hair." the two other teens collectively cringed at the sound of that.

"You're welcome to stay with us for the night." Jaune suggested causing Peter to laugh. Jaune then turned back to Pyrrha, "Pyrrha...I'm sorry. I was a jerk, you were only trying to be nice and I just had all this macho stuff in my head-"

"Jaune," Pyrrha smiled, "it's okay, all is forgiven." the two shared a smile with each other.

"Awe, you two are so cute~" Peter said in a sing song voice. Pyrrha and Jaune both blushed and Jaune stammered every word trying to make a comeback, "Don't try kid, I'm the king of smack remember?"

Pyrrha coughed a few times to try and relieve the flush from her face before she turned back to Jaune, "Uh, your team misses you, you know." she turned around and started walking back towards the door, "You should come down! Ren made pancakes~" she smiled before giving a rather important detail, "No syrup though, you can thank Nora for that." Jaune didn't care because he had to ask Pyrrha something _very_ important.

"Wait," he called out and Pyrrha stopped at the door and turned on her heels to approach Jaune, "I know I don't deserve it after all that happened, but..." Jaune wasn't sure if he should ask, he even turned away a little bit in hopes Pyrrha couldn't hear him, "will...you still be willing to help me? To help me become a better fighter!" well, that was all his cards, he was showing his hand what he thought he had a pair of two's, when in fact he had a full house. **_Nice metaphor_**. Pyrrha turned around and that made Jaune nervous, but Peter saw the smile on her face before she turned around and pushed Jaune onto his ass. _That was hilarious!_ Peter couldn't stop laughing the idea of Pyrrha just pushing Jaune like it was nothing was to great.

"Your stance is all wrong, you need to be wider and lower to the ground." Pyrrha then pointed at Peter, "Like Peter, only not as extreme." Jaune smiled as Pyrrha helped him up, "C'mon, let's try again."

"Wait!" Peter shouted trying to get their attention, "Pyrrha, I could use your help too."

Pyrrha put her hands on her hips, "So, you're finally asking for my help too?" she couldn't help but smile at Peter's nervous nod. _I like this, it's perfect!_ "Alright, on one condition though."

"Shoot."

Pyrrha's smile grew wider, "You have to beat me in a spar."

"... shit."

oOoOoOoOoOoOoOo

 **Deadpool**

"Deadpool!" Torchwick shouted, "Deadpool! Where the hell is he?" Roman searched high and low for his mercenary ally, "Seriously he can't be that h-" he stopped when he heard smacking sounds coming from his personal kitchen, like lips smacking against something.

"Oh, god Neo! It tastes so good!" Roman gained a disgusted face and practically threw up, unfortunately for him it continued, "Oh, god! Mmm!" Roman had had enough, he could only take so much of this crap per week, but if it is in _his_ kitchen? Woo, don't get him started.

Roman burst open the door and his face looked like to was about to explode with anger, "Okay you little brat, and you too Neo, I can tolerate you guys doing that is certain placed but in _MY_ kitchen? I don't fu-" he stopped when he saw Deadpool and Neo eating ice cream that they had gotten out of Roman's secret stash freezer.

"Dude, Roman! Why didn't you say you had ice cream?" Neo nodded in agreement and Roman's eyes twitched.

The two clearly weren't going to stop eating ice cream and Roman was guilty of thinking they were doing something dirty. Which to be fair, is perfectly fine, since you could take a black light to the warehouse and have a disco. Roman sighed and slumped against the door holding his hat in place, "I need a vacation."

 **If you guys skipped that opening authors note I don't blame you it's a bit of a bummer.**

 **New chapter, I hope you guys liked Jaune's perspective on things it was realky refreshing. Next we will be seeing a chapter I've been looking forward to for the last...year? Aside from the Volume 1 finale that I will do, I can't wait for that part either. Also I hope I've continued to be a nice source of entertainment because, as I've said before, the only reason I started writing my own fanfic was to do something while I wait for others like, RWBYP or Amazing RWBY Spider and others that I've come to follow as of late. Well anyways have a nice day, remember the words of Bo Burnham: Ah, Fuck. That's a real poem BTW look that up. Well, Laters Sheeple!**


	24. Peter v Pyrrha Dawn of Something

**Peter v Pyrrha: Dawn of...** **Something**

Things were getting weird at Beacon. For some reason Pyrrha wanted to fight Peter and he accepted, but only because he wanted her to teach him some things she knew about fighting. _I just didn't think word would spread so fast...Or that there would be so many people!_ Peter thought as he looked out to the crowd that had accumulated, making note of the whole first year group being there. Hell, even Team CFVY was there, sitting in the front row that some comedian labled 'Splash Zone' _Funny Yang, very funny._ Speaking of which, the Bombshell Brawler was the problem with everything at the moment, as she was Selling Tickets for the event. Shaking his head Peter chuckled softly, "I may be off my game with all these people around." he said to himself. Peter was never one for a crowd, and this was clearly a crowd. It's one of the reason's why he wore a mask when he did that wrestling match, _Feels like yesterday._

As everyone finally entered and the doors closed the lights were shut off to give a...dramatic feel to it. "Ladies and gentlemen," Yang began, holding the microphone in one hand and a remote in the other, "welcome, to the once in a lifetime event! In the red corner," Yang pointed to the left side of the arena, "standing at six foot, weighing in at..." she looked at her card, "Not applicable!"

Peter snorted, "Your not supposed to read that part!" he called out.

"Quiet you!" Yang cleared her throat before she continued, "Pyrrha! Nikoooss!" she moved her hand to the other side of the ring "Annnd in the blue corner, standing in at five foot-eight inches, weighing in at 145 pounds...Peter! Parker!" Two lights shone down on the combatants as their pictures and names appeared on the screens overhead.

Yang walked off the ring and the light shone down on Blake who walked up to the stage with her hands behind her back. "The fight will act as if it were a tournament style dual, all bets are off, if your aura gauge reaches zero you lose," Peter gulped, "if you are knocked unconscious, you lose. And, no one is here to help you. Have fun with broken bones if it so comes to that." Peter smirked at Blake's dry and deadpan delivery. Looking across the way, when he thought he'd see the warm smile that he's come to know when talking to Pyrrha, was instead one of seriousness- a scowl if he had ever saw one. _So, it's gonna be one of THOSE fights, huh?_ Peter thought. "Now, if both fighters will please come to the center of the ring and shake hands we can begin our battle." Blake moved to the side as Peter and Pyrrha stood face to face. When he looked at Pyrrha he noticed the obvious height difference. Feeling a bit on the small side Peter stood on his tip toes to get...closer to Pyrrha's height, he was still off by an inch or so.

"What are you doing?" Pyrrha asked.

"Making sure that we see things eye to eye." Peter joked. Pyrrha began to crack a smile, but restrained herself so she could keep focused. Peter held out his fist and Pyrrha did the same, after they bumped fists the two took a couple of steps back.

Yang, now in the stands, called out for the match to begin, "Fighter red are you ready?" Pyrrha nodded bringing out Miló and Akûo. Yang pointed to Peter, "Fighter blue, are you ready?" Peter did the trinity cross before punching himself in the head a few times. "Alright ladies! Let's see a fight!"

Pyrrha readied herself and waited, ironically Peter did the same, getting into a low pseudo-kung fu horse stance with hints of kickboxing by keeping his hands in front of him. _Interesting_ Pyrrha thought. The two kept each other in front of each other, not moving, waiting for an area to strike. "So, like, do you come here often?" Peter asked, but received no response, "You don't like talking do you?" again no response, "You wanna go out after this?" Yang choked om her own spit hearing Peter's question and even Pyrrha was thrown off.

"I-I-Um, I don't..." she was speechless and even put her shield down just a little bit, _Good of an opening I'm gonna get._ Peter jumped forward and Pyrrha was barely able to block his kick with her shield. In quick reaction Pyrrha sent a horizontal slice with her sword, Peter leaned back to a 45 degree angle narrowly avoiding the slice.

"Woah close shave! I knew I should've gone to a professional, you don't even have your license." Peter joked as Pyrrha tried to bash him with her shield, he was too fast though as he jumped over her shield and ended up on her flank. Pyrrha quickly transformed her sword into its gun form and fired it behind her just barely missing Peter. Pyrrha quickly transformed the gun into spear form as she went to jab Peter in his gut, but he ended up resting on the shaft of the spear, "So, I'm guessing using a longer ranged weapon was one of those 'good idea at the time' things?" Pyrrha smiled and twirled her spear, having Peter jump off and transformed it into her sword again.

"No, I suppose that fighting you with a ranged weapon would be useless, since you like to stay close." Pyrrha inquired as she smirked, _Good, all the pieces are falling into place._

"Well, that's because you show off more skin than Yang!" Pyrrha kept her serious attitude, but couldn't contain the blush. Peter gave a cocky grin, "Hashtag: Exposed." he then acted as if he were taking her picture. Pyrrha stood her ground waiting for him to move again. Peter took this opportunity to try some jokes that he had wrote down before the match, "Ahem... You show so much skin, that when you said you have control over Polarity to Ruby, Yang thought you were talking about what strippers use." a collection of groans and 'boos' were his response, but he got a "Hell Yeah!" from Yang. Seeing Pyrrha was still fine he continued, "You and Jaune are starting some 'endurance' training soon...yeah we all know what that means," he turned to the crowd, "Am I right?"

"Get em' Jaune!" was heard and the afore mentioned teen slumped in his chair in embarrassment.

Turning back to Pyrrha he saw her flush was getting brighter, "So I was told you came from Sanctum, and I was all like 'Who'd she drown?'." again groans were his response, even from Pyrrha. Peter licked his finger and flipped the page and it was this that caused Pyrrha to snap.

"Are you kidding? This is supposed to be a fight, why can't you take it more seriously?" she gripped her weapons even tighter, something that Peter had recognized all too well, _She's getting angry...good._ "...hello? Did you hear me?"

Peter looked up to see Pyrrha with a stern look, "Oh, sorry I wasn't listening. What were you saying, something about me being awesome?"

Pyrrha scoffed, but quickly regained her composure, _This is his plan,_ "Focus on the fight! I mean, just who do you think you are?"

Peter was quick to get back in his fighting stance and dash forward, _A frontal assault? I expected better._ Pyrrha thought, but Peter quickly moved his muscles to position himself to her left, _Damn!_ Peter sent a roundhouse kick and kicked Pyrrha's butt, "I told you Pyr, I'm the Ghost of Beacon's KICK YOUR ASS!" **_He's lucky about ten percent rule otherwise I'd sue!_** Pyrrha slid to a halt with her weapon hand on the ground and her shield up, "Oh! I see you performed a super hero landing!" Peter joked. _What is wrong with him?_

Peter smirked, one that would be considered sinister, "Now...allow me to show you my ultimate attack..." Peter cupped his hands together and brought them by his hip, "KA-" he paused and Pyrrha grew intrigued, "ME-" Weiss in the stands had an irritable twitch, mostly from Peter's ridiculous shenanigans, "HAME-" now Pyrrha started to get worried as Peter's hands began to glow blue, and then he shot his hands forward opening them up in the process, "HAA-hahahah!" Pyrrha had a confused look as Peter laughed continuously.

"Umm, what?" she asked.

Peter put his hands up, "Oh come on, you can't say you weren't at least a _little_ bit scared." Pyrrha sent him a deadpanned look and Peter responded by crossing his arms, "Well I thought it was funny."

Pyrrha shook her head, a slight smile forming on her face. As Peter was preoccupied looking away Pyrrah dashed forward with her sword drawn and sent a a barrage of slashes at Peter, even Weiss couldn't keep up with how fast she was swinging, but when she stopped it was because Peter had grabbed her blade and the whole crowd gasped.

Coco leaned forward in her seat and she sent a look towards Velvet, who smiled in response, _This jackass is holding_ back she thought with a smirk pursing her lips.

Pyrrha sliced at Peter again after he let go, but now she was adding in gunshots to make her swings faster. _Crap, this just amped things up to eleven_ Peter thought. Time seemed to slow as Pyrrha's sword came slicing towards his head, Peter ducked under it and moved to his left before throwing a punch. Pyrrha on the other hand, anticipated this and blocked it with her shield. The fight started to get heated as both combatants began to get faster and faster; Pyrrha made a three slash combo, twirled and finished by changing to gun mode and fired a few times; Peter dodged all the slashes and moved incredibly fast in order to dodge the bullets, in an attempt to counter he spun and tried to kick Pyrrha who performed a back handspring to evade.

Ruby looked at her sister with a pouty look, "Yaaaannng, where's the fight music?" she complained while Yang scrolled through Peter's...Scroll, "This is a once in a lifetime event!" she yelled shaking her sister.

"Hold...On..." Yang couldn't quite see the screen with all the shaking, "Okay, this one!"

 ** _Music Que: The Greatest- Futuristic_**

Peter threw a punch and Pyrrha blocked it with her shield, but she wasn't prepared for the force behind the punch that sent her flying across the room _Incredible!_ she thought. Once the ground was gained Peter started to...well, "Oh my God! Is he dancing?!" Yang blurted out not being able to control her laughter.

"You have to admit he isn't that bad." Blake pointed out and even Weiss let out a giggle.

"Good one." Weiss said.

"...I was being serious." _I don't get it, he looks like a pretty good dancer to me._

"What are you doing?" Pyrrha asked from across the way.

"I'm taunting you," listening to the lyrics Peter began to shadow box and renacted the stair scene from Rocky _'Feel like Muhamad Ali, Down goes Fraiser...'_ "Man, I love this song, really gets the blood flowin' you know?" Pyrrha stood back up and continued to watch Peter 'Taunt' her until he pointed at her and started tapping his foot.

"What?" she asked.

"Your move Pyrrhabola!" a confused look was his response, "Get it? Pyrrhabola, like parabola, 'cause you've got curves." he motioned an hourglass shape and still no response, "Whatever it's more of a compliment really, you should consider yourself lucky." gaining a serious expression for the first time in the fight, Peter went dowm into his stance again waiting for Pyrrha to make her move.

Wanting to pick up the pace, Yang changed the song, "Ooo~ what's this?" she clicked the song and it began to blast through the speakers.

 ** _Music Change: This Will Be the Day (James Landino's Magical Girl Remix)_**

Both combatants launched forward with Pyrrha to be the first to strike and even with his Spider-Sense, Peter still _barely_ avoided her attack, _On your toes Parker, on your toes..._ he didn't take his own advice too much to heart because Pyrrha caught him flat footed and knocked him down to the ground, but he was quick to recover. Gritting his teeth Peter sent a fury of punches at Pyrrha who, admittedly, was faring better than he thought. _Spider-Sense!_ dodge rolling right, Peter avoided a slash that would have taken his head off, Pyrrha counted on this and threw her shield at Peter a-la Captain America style...to Peter not Pyrrha, that wouldn't make sense. Eyes widening at the surprise attack Peter jumped over the shield, but lo and behold the disk bounced off of the wall and returned to sender. Pyrrha kept throwing her shield trying to throw Peter off in some way, with one final heave she put all of her strength into this throw surprising even herself at the velocity behind it. Peter stood his ground and as it approached he held out his left hand and caught it, everyone's eyes widened from shock at what the teen had just pulled off, "My turn..." quickly Peter reached into his pocket and pulled out a decal of a star and placed it at the center of the shield. He held the shield up in a triumphant pose that showed the whole room the sticker, "Ahem...Prepare to be defeated, by the embodiment of freedom!" _That sounds right._

"What...in...the..?" Weiss and the other girls were speechless, even Coco and Velvet didn't know what to say.

"Maybe it's sentimental." Ren pointed out.

Peter dashed forward with the shield in front of him, "RISING STAR!" he shouted Pyrrha slightly stepped to the right and Peter felt himself slightly lose balance, _Oh, duh, polarity._ Turning around Peter lifted up the shield to block the sword which screeched across the metal, then, ever so slightly, Pyrrha used her semblance to cause Peter's arm to move in the direction, _Crap!_ Not quite being fast enough to grab Pyrrha's sword, Peter leaned back just barely getting his face scratched. Doing a couple backflips to evade, Peter stood away from Pyrrha, blood now dripping down his face.

Peter smirked as he saw Pyrrha was still eager as ever to fight. Putting the shield from his left hand and into his right Peter cocked back as he prepared to throw it, Pyrrha held up her sword in a defensive position, but when Peter threw it it didn't exactly go where she thought. "Uhh..." was all Pyrrha could let out as Peter threw the shield _up_ towards the ceiling and it collided with something. Whatever it was made a lot of sparks that started to surge all over the place, "What did you do?" Pyrrha asked.

"Gave myself an out." the sparking stoped as a cable came swinging down towards Pyrrha's, she dodged it easily of course but couldn't dodge Peter's kick to her face that he did by gaining momentum riding the cable. Back on the ground Peter used a great deal of strength to rip the cable off the ceiling.

"Holy crap!" Pyrrha shouted dodging a lash from the cable whip. Peter brought the cable close to him as he began to twirl it in a playful manner.

"Heheheh, you know what they say Pyrrha, 'Sticks and stones may break my bones, but chains and whips excite me'." Pyrrha scowled at his comment and aimed her rifle towards Peter, but she forgot something. Peter moved out of the way quickly and grabbed the shield that was resting behind him, he then tied the cable around it and began to twirl it in the air like it was Ghost Rider special in Marvel vs Capcom...what? He doesn't know what that is, the only person that will get this reference is Wade and that's only because he's self aware.

"This...could be interesting." Pyrrha said nervously as she tried to come up with a plan, _Alright, my best bet is to keep with defence. If he lashes at me, I'll shoot it away, or use my semblance to veer it off course._ Peter lashed the 'shield whip' or 'Freedom Whip' as he kept yelling out, and for some reason at one point when he managed to knick Pyrrha 'Whipslash the Vampire Killer'. On Peter's final slash Pyrrha twirled out of the way and cut the whip causing the shield to bounce off the floor and land, back at last, into her hand.

"BS," Peter pointed at Pyrrha's shield and then looked at Yang, "Yang, I'd like to call an objection."

"On what grounds?" Yang asked amused by his antics.

"She's using a loaded shield!"

"Overruled! On with the fight!" Ruby yelled out.

Peter shook his head and looked at Pyrrha, who was now two inches in front of him, _Oh, shi-_ smack...right in his nose, "Gah!" Peter was holding his nose which was now bleeding, _Geez Spider-Sense where were you on that one?_ Peter ducked underneath the next attack and was able to wrap his whip around her ankles. "Alright, I'll be honest, I'm not sorry." Peter gripped the whip with his other hand and began swinging Pyrrha in circles.

"Aaaaahhhhh!" she screamed, "I think I understand what Jaune means by 'motion sickness' now." Peter finally let go and Pyrrha slammed into the wall and caused a crater. After the dust settled Peter noticed the that Pyrrha had dropped her weapons, she was quick enough to to grab Miló but Peter lashed his whip forward and actually grabbed the shield and brought it back in his hands.

Peter looked at the shield in shock and back at Pyrrha, "...Yeah...meant to do that!" Pyrrha changed her sword to the spear and gripped it with both hands, Peter brought the shield up in defence and began snapping the whip, "Back! Back you animal!" the whip cracked against the floor which, funny enough, made Ruby jump in her seat.

Yang snickered at Ruby being scared, "S-Shut up!" Ruby touched the scroll and changed the song.

"Hey!" Yang complained the pace quickly picking up with the change of the song.

 ** _Jesus Christ stop switching songs! Music Que...Again!: B.Y.O.B -System of a Down_**

"Oh dude, sweet." Peter said as he began to twirl his chain around, then he taunted Pyrrha in a raspy voice, " **Vengeance shall be-** *hack* *cough* ugh God, how does he do that?" Pyrrha readied herself, not even fazed at Peter's attempt at 'Comedy'. Peter sighed as he looked at the aura meter's noticing that he was only slightly affected and that Pyrrha was about half way through hers, "Hey Pyrrha," Peter raised his hand like he was asking a question in class, "do you mind if I kick it up a notch?"

Pyrrha blinked in realization at what he was saying, "You've been holding back?"

"Well...yeah, I mean, you were too." Pyrrha blushed knowing she was caught going easy.

"All right, but no holding back anymore." Pyrrha readied her spear and Peter threw away the weapons to which Cardin laughed at. Peter glanced at Cardin and turned his full attention to Pyrrha. "Allright...no going back now." Pyrrha used the gun part to give extra speed as she launched forward quickly switching to her sword, but was stopped short by a punch in the gut. Then another and then another, fifteen, twenty, thirty punches all into Pyrrha's gut consecutively. She reeled back trying to catch her breath and inevitably puked. She collapsed onto the floor and the fight was over. _Um...she still isn't moving._ "Oh crap." Peter ran over to Pyrrha to make sure she was ok, but before he could even lift her up she raised a finger signaling him to wait, she coughed a few times before giving the thumbs up.

"I'm okay...really...just...bruised ribs." Peter frowned and tried to help her up, but she yelled in pain, "I'm good, just get me up." she leaned close to Peter and whispered, "I think they're broken."

"Sorry, I thought maybe you guys could handle twenty percent of my power." Pyrrha's eyes widened from the shock of the news _T-Twenty percent? But then, how strong is he?_ Pyrrha thought, but as if Peter could read her thoughts, "Per punch, that's twenty percent of my strength per punch, you see I started out using about five or six, but had to ramp it up to ten, then bring it down again because of the weapons, and when I got tired I felt it was best to jump it up." Pyrrha glared at him in disbelief, "Yeah, sorry."

Pyrrha shook her head, "It's alright." she gripped her ribcage in pain as the two walked to the nurse. The rest of the Team JNPR came to assist their teammate, RWBYS came as well, but mostly to scold Peter.

"What the hell was that!?" Weiss scolded Peter pulling his ear in the process.

"You're supposed to stop when they're at the _red_ dude! Not depleted!" Yang yelled.

"I can't believe you did that!" Ruby added, "I mean, you _actually_ beat Pyrrha!"

"Thanks to the vote of confidence." Peter said rubbing his ear now that Weiss let go.

If Peter thought he was getting off easy...that wasn't the case as Glynda Goodwitch walked into the room and she was _not_ happy, "Just what do you think you were doing?" she asked sternly slightly pushing up her glasses. The whole team shook their head nervously, "My office...now."

oOoOoOoOoOoOo

"You five have done some ridiculous things, especially you two," she pointed to Peter and Ruby who smiled and flinched respectively, "but this unscheduled event-"

"Title Card event." Yang coughed.

Glynda glared at Yang who put up her hands defensively, " _this_ is the LAST straw!" she slapped her crop against the table.

"Mrs. Goodwitch, you're trying to seduce me." Peter joked and Yang snickered.

"Now as punishment I-" at that moment the door opened and Team JNPR walked in with Pyrrha still gripping her ribs slightly, "You," Glynda pointed to Yang, "will return all the Lien to those students, or you will provide some form of compensation. And you," she pointed at Peter, "You get to clean Ozpin's office with Ms. Nikos."

"Oh come on Glynda, I messed up her ribs you don't have to punish her." Peter argued hoping to get Pyrrha out of trouble, it was his fault after all.

"No Peter, I asked for this. I've dug my grave now I must lay in it." Pyrrha said with a smile.

Glynda gave a smile of conviction, "Good, I'm glad we see things eye to eye."

"Yeah, and I don't even have to stand on my toes this time." Peter joked.

Nora snorted, "That was hilarious."

oOoOoOoOoOoOo

Pyrrha and Peter stood in the giant round office that was Ozpin's office. "Wow...looks bigger than I thought." Peter said never actually taking in the size of the room. He noticed the gears in the room that made up the clock on the outside.

"That's what she said." Pyrrha said so nonchalantly. Peter turned to Pyrrha and gave her a look of 'Wow', "I've been working on jokes...how was that?"

"Honestly, your better than Jaune." the two share a laugh before they officially begin cleaning.

"So, what are your powers Peter?" Pyrrha asked while dusting Ozpin's desk. Peter shot a webline to the ceiling and began dusting that.

"Oh you know," he said.

Pyrrha paused and stared at her cleaning partner, "No, no I don't."

"Oh, right." Peter sighed, realizing he wasn't getting out of this situation after all, "So you have the basics: proportionate strength of a spider, stick to walls that sort of thing." Pyrrha spun her hand in a motion to tell him to keep going, "I have a tingling sensation at the base of my skull that alerts me to danger, I call it Spider-Sense."

"A-ha!" Pyrrha pointed at Peter with a big smile on her face, "So that's how you were dodging everything, it's not that you saw it coming it's that you _saw_ it coming."

"Yeah, you could put it that way." Peter messed with his hair, a nervous tick he's seemed to have developed over the last few years, "When it comes to my Spider-Sense it makes my reaction time crazy fast. There was this one time a guy tried to shoot me, but as he pulled the trigger I clogged the barrel with my webbing before the bullet left the chamber."

"You stopped the bullet, AS it was leaving the gun? That's incredible!" Pyrrha was extremely impressed with the abilities that her ally...friend, seemed to possess.

"Yeah, between that, being able to sprint around 200 miles per hour, and being able to lift around 40,000 pounds, I'm a pretty dangerous character."

"...Did you just say 40,000 pounds?"

"Um, yeah?"

Pyrrha dropped what she was doing to face Peter, "You were toying with me." she said rather sternly, "It wasn't a battle, I was defeated before either of us made the first move."

"That's not true Pyrrha, you have waaay more experience than me," he made his point by moving his hand in a sliding motion, "if you found just one weakness of mine to exploit, you probably would've won."

"I don't think you understand just how special of a fighter you are." Pyrrha smiled before she nodded her head, "If your opponents thought you were hard to fight before, well, by the time the Vytal Tournament rolls around," she cleched her fist in anticipation "you're going to be near invincible."

Jumping down from the ceiling Peter landed in front of Pyrrha before the two shook hands to seal the deal, "Can't wait to be learning from you, Master."

"And Ren too." Peter blinked a few times in confusion, "Ren is excellent at using his aura as both a weapon and a shield, he can help you with other hand to hand combat techniques and teach you to infuse your aura with it...should the need arise of course."

Peter sighed, "Might as well get my team to train side by side with you guys."

"Excellent idea Peter," she clapped her hands in joy, "this will be a fun two weeks."

"Uhhh, two weeks?"

"Weren't you listening in the last sparring class? Students from other kingdoms will start arriving soon, as such it is the end of the semester and we get our two week rest before the begining of the next one."

"Oh...I wasn't in the last Goodwitch class. I was busy making adjustments to my web-shooters." Pyrrha nodded understandably.

Looking around the room the two teens saw there was still plenty of work to do, "I don't suppose you know of a way to pass the time as we clean right?" Peter smiled and began to play some of his more laid back music. "I guess we'll start training tonight."

oOoOoOoOoOoOo

 **Deadpool**

Deadpool was moving some crates out of the way getting ready for their big heist. **_So, are we ready for our next chapter?_** "What chapter?" **_Exactly._**

"Deadpool!" Roman ran into the room and slid to a stop, "There you are, get up you have a job to do tonight."

Deadpool raised an eyebrow beneath his mask, "Job?"

"Yeah, we need more Dust, and I need you to go on a crime spree for the next week before our big job."

"Just me?" Deadpool asked in a serious tone.

"Just you." Deadpool clapped his hands and started dancing.

"Yes, yes, yes! Let's do this! WOOOO-" Deadpool ran out of the warehouse with his katanas and his pistols.

"Wait- Agh...I didn't even tell you what places to hit."

 ** _And with that our hero runs off in the middle of the night for his week of terror, what will Deadpool do? Are the docks happening soon? Will Parker get laid? All these and more to be answered next time on Spidey and Deadpool's Excellent Adventure!_**

oOoOoOoOoOoOo

 _Omake~_

 **Thanksgiving**

"What's this?" Yang asked. She was currently looking upon a spread of all sorts of foods that would, normally, be found in different continents across Remnant, but to see all of them bunched together was just...weird.

Jaune walked by carrying a bowl of potato salad, "Peter said he wanted to get us together for a big feast and talk about what we're thankful for.

"Its weird." Nora added in.

"I think it is nice, all of us bunched up in one room for a dinner to talk about what we are thankful for." Weiss stated very matter of factly.

"Weiss," Pyrrha began, "you actually _like_ one of Peter's ideas?"

Weiss scoffed, "He's our friend," she smiled as she rubbed her stomach, "besides free food is always a good idea in my book."

Ren and Blake looked at each other both smiling slightly, "Umm, Weiss?" Ren started, "You know that we were _all_ supposed to bring something, right?" with that said Weiss _froze_ in her tracks.

"What!?" her hands in the air, "I didn't know that, what am I gonna do?"

"You really need to bring something?" Peter walked through the doorway with a fully cooked turkey in hand, "go to the store and grab some cranberry sauce. Oh, and watch out for the weirdo in the red suit." Weiss cocked an eyebrow, but decided to go so that she didn't look like a fool in front of everyone.

 _You can count on me, I mean, I'm the heiress to the Schnee Dust Company, it should be a sitch._ Or...so she thought.

oOoOoOoOoOoOo

"WHAT!!" Weiss was at the store where there was no more cranberry sauce, "How could this be?" over at the checkout line Weiss saw a man in a red suit with what could be the last can of cranberry sauce, "Um, excuse me," she tapped the man on the shoulder, "my friend is kinda, sorta, having a dinner and I would really appreciate it if you could give me that can of cranberry sauce, pleeeaasssee?" Weiss fluttered her eyes trying to look as much like Ruby as possible.

The man turned his head to look at the girl, his mask just above his mouth. "Yeah, nah, I kinda need this." the man turned back around and was about to pay, but was stopped again by Weiss.

"Ha, I don't think you heard me," Weiss gripped the can of sauce, "Give. Me. The. Sauce." the man looked down at Weiss and grabbed a knife from his belt.

"If we're doing this, we're doing this right." Weiss scowled and went to grab Myrtanaster, but realized it wasn't there. Thinking quickly Weiss grabbed a stick from a nearby shelf.

"Let's do this." setting the cranberry sauce down the man put his knife in a reverse grip.

"Figures you'd choose a stick, since you always have one up your butt." Weiss stamped her foot at the man's comment and the two engaged in combat. Swinging the stick Weiss hit the man in the hand that he was holding the knife in, causing him to drop it.

"OWW!" the man began sucking his fingers to aleve the sting, "Okay, seems I need something more long range." picking up one of those divider sticks for the checkout line, the man got in a stance that resembles Weiss'.

Both engaged in a fencing match, Weiss would parry and thrust, the man would lunge, both would move for slight retreat and then advance again. All of this led to the two jumping onto the register and continuing the battle. Weiss swung overhead and the man blocked it. He struggled only slightly before he kicked Weiss into a stack of boxes. Weiss got up and her tiara was out of her hair and her scrunchy keeping her ponytail was missing, stamping her foot she approached the red suited man and began swinging ferociously. "Man, you really suck at- aaaAAAAAAAHHH!" and there goes his manhood.

"Alright you Spider-Man look alike-"

"Deadpool."

Weiss scoffed, _Interrupting, seriously? Nobody has manners anymore._ "Ugh, Deadpool, enough messing around okay? I seriously need this cranberry sauce and you're not getting in my way."

"Okay, seriously? We're fighting over cranberry sau- OW!" Weiss continuously beat Deadpool over the head with a stick until he conceded, "Okay, okay, I give!" Weiss gave a smile of victory took the sauce, purchased it and left with her clothes all tattered, "God, I am _so_ screwed."

oOoOoOoOoOo

Blake and Yang were finishing up setting the table, "Hey Blake?" Yang asked.

"Yes Yang."

"Why did Peter ask us to set out twelve plates when there is only nine of us?"

Blake had to think about that one, "Maybe-" Blake's thought was cut off as Weiss, with her tattered clothes, burst through the door with an evil looking, victory smile.

"Sorry that I was late, I had to beat some weird guy with a stick." she smiled with her typical heiress smile.

"Uhhh, you beat a guy? For cranberry sauce?" Yang asked wearing a slightly disturbed smile.

"Quite you!"

Peter walked in out of a cooking apron and in some decent clothing, "Alright all we have to do is wait for our guests."

Weiss cocked an eyebrow, "What guests?" at that moment the door opened to reveal, "Roman Torchwick, some chick I don't know and-" her and Deadpool's eyes locked as he walked through the door, "Oh no, not you again!" they said in unison.

Ruby dropped some plates and gasped in horror, "WAUGH! Roman Torchwick!"

"Yes it's me red, but I assure you, this is not a day for me to kill you, no that comes later." Roman said laughing.

"Then exactly, _why_ are you here?" Pyrrha asked, not exactly thrilled with the situation.

"Oh," Deadpool stepped up, "you see, Parker and I come from a place where a holiday, that takes place around this time is common place, and we usually invite friends, relatives, one night stands."

"But why are _you_ here? Clearly you don't fit into that category." Weiss pointed out.

"Guys," Peter started trying to keep everyone from killing each other, "the idea of the holiday is being thankful, and to set aside differences we may have with others such as Roman, Pool, or Ice Cream massacre over there." Neo wiggled her fingers to wave. "So you see, it's not about us as idividuals, but about _us_ in unity." he finished by joining his hands together. There was a silence that followed almost as if they understood, but then...

"That's gay." Jaune said.

"What?"

"I agree with Jaune, that's really, really gay." Yang agreed with a smile.

Peter was in disbelief, it's like they weren't even listening to him, "Sit ths hell down and eat this beautiful food that we all put together."

"What did they bring?" Weiss complained.

"Well, I _was_ gonna bring cranberry sauce, but nooooo, so instead I brought whip cream." Deadpool mentioned holding up a tub of whip cream.

"I brought pumpkin pie." Roman said with glee, and Neo held up a gallon of Neapolitan ice cream.

Blake sighed, "So, it's just for today right?"

Deadpool nodded, "Just for today, then we can go back to killing each other."

Sitting around the table the group all said what they were thankful for in their lives. **_So from our family to yours, happy Thanksgiving. Thank you and remember, Hugs not Drugs. Goodnight._**

 **A/N: Chapter done, as promised Peter v Pyrrha Dawn of Time Crunch. Seriously, I thought I was gonna get this done in like three or four days, but nah. Well the next chapter will be a Deadpool chapter and it will take place between the events of this chapter and the The Stray. Also, sorry for the short chapter, just felt like the only thing that had to be said was Peter's base powers to Pyrrha and setting up Deadpool's chapter. Okay, I'm tired, I have exams coming up, oh and I'm not posting Thanksgiving hence the Omake. Well, follow, favorite, review and PM for questions. Laters Sheeple.**


	25. Deadpool Takes Vale

**Deadpool Takes Vale**

 **Deadpool**

"Deadpool!" Roman ran into the room the merc was in and slid to a stop, "There you are, get up you have a job to do tonight."

"Job?" **_You ever notice that every time Roman needs us he's always calling for us? Like, shoot us a text man, or go into the kitchen, seriously we were in there for forty-five minutes yesterday trying to reheat a chimichanga._**

"Yeah, we need more Dust, and I need you to go on a crime spree for the next week before our big job."

"Just me?" Deadpool asked in a serious tone.

"Just you." Deadpool clapped his hands and started dancing.

"Yes, yes, yes! Let's do this! WOOOO-" Deadpool ran out of the warehouse with his katanas and his pistols. **_Did you here him say where we're supposed to go?_** "Who cares, let's take Vale!" **_Yeah!_**

oOoOoOoOoOoOo

 ** _Deep in the middle of downtown Vale sits a hero that this city doesn't need nor deserve. Living by his credo 'With great power comes great irresponsibility' Deadpool sits on a rooftop, waiting for his time to emerge._** "Perched, I'm perched on a rooftop." **_Then drink some water._** "No, that's Parched." **_Hark!_** "The herald angels si-" **_Shut up! Out in the distance, a Dust shop is closing, time to make our move._**

 ** _Hopping from rooftop to rooftop we make our way to the recently closed Dust shop 'UnDustable'_** "Alright, how do we break in?" **_...Air vents?_** "Totally." **_Moving over to the air vent, we remove our katanas to open up the grating._** "Having to steal Dust just to stay alive, it's very...de-grate-ing. Eh, eh?" **_Kill ourself. Once opening up the grating we realized one crucial factor we never counted on,_** "We're to big to fit in that thing, and don't exactly feel like breaking my 'smooth criminals' to get in either." **_...I mean, what if we just threw a rock through the window, grab some Dust, and bail?_** "Oh yeah, screw this mission impossible shit, it hasn't been good since the first three." **_So grabbing a rock nearby, and, like breaking a window to prove a point of superiority, we broke that window and showed we were superior._** "Take that, bitch ass window." **_Okay, better hurry before the police get here._**

 ** _We walk through the broken window crunching the shattered glass below our feet and seeing that our objective was right in front of us we decided to act. That is, until we heard a cocking sound._** "You better get the hell out of my shop before I blow your head off." **_This guy must be new to this, can't blame him for staying behind, what with Roman taking all the Dust lately._**

"Yeah no kiddi- OW! Dick!" **_Did he seriously just hit us in the back of the head?_**

"Shut up!" **_You hear that? It's fear._** "Now, y-you get out of this store now, you hear? Leave, and I won't hurt ya."

"Sorry, but uh, I can't do that." **_We sent an elbow his way and he fired in shock, the blast missed us, but did hit a pile of Lightning Dust...oh shit..._** "Oh shit..."

"Oh shit..." **_With the explosion a chain reaction occured that caused the Burn Dust and Explosive Dust nearby to go haywire. The Explosive Dust blew a hole in the building and it started to crumble. Unfortunately the Burn Dust started a fire that made things worse._** "Crap! A beam landed on my leg!" **_the man was struggling and we were at an impasse, either steal whatever Dust was left and bail...or do what Spidey would want us to do and get the hell outta here._**

"God dammit..." **_Rushing to the man we started using all of our strength to lift the burning plank._** "God, you had all the balls to defend your store with a shotgun, so why can't you help me lift a bloody log?" **_That was a piss poor reference to Batman Begins and the author knows it, but guess what? He won't change it._** ** _The man finally decides to use some force and thanks to our super human strength we were able to lift the log and throw it out of the way._** "Hot, hot!" ** _Picking up the man, we dragged him out of the building and laid him on the ground watching over him to make sure he was alive. A cough was our evidence for us, so we left, deciding to hit up a different store._**

oOoOoOoOoOoOo

 ** _After that botched robbery we were walking down the street, barely being able to see because these street lamps are PATHETIC!_** "Seriously, has anyone here heard of LED?" **_No doubt. Alright so that was a complete mess, what's the plan now?_** "Hmmm, hey, Spidey has stopped a bunch of robberies right?" **_Yeah._** "And all that Dust has to be picked up right?" **_Right._** "So, shouldn't that mean all we have to do is sneak into the Police station, go to the evidence room, and break out with the Dust?" **_No._** "What why not?" **_Because, a police station will be heavily armed, and if we get caught in there-_** "Then we pull out the weapons and un-alive all the cops. Simple as that, am I right?" **_No! This is a stupid asinine plan and the only way this works is through a bunch of Hitman style BS and clichés, which I will not take part in!_** "Yes you will," **_No. I. won't._** "Yes you will~" ** _No I won't._** " Yes. You...Will!"

 **Vale Police Department.**

Deadpool is in front of the Police station with a police outfit on over his costume and a duffle bag in his left arm that contains all of his weapons. **_Oh God Dammit!_** "It'll be _fiiiiiinne_ , just go back to narratin' you were doing so good." ** _alright, but if you screw the pooch on this one I won't be held responsible_** , "Of course." **_Walking through the doors we meet our first opposition: The receptionist,_** "Hey Gloria." **_Did we seriously just address the receptionist that isn't even looking at us._**

"...Hey Jim." **_...What? she didn't even look at us, and who's Jim?_**

"Oh, just the guy whose outfit I stole." **_Great now get passed her without making conversation._** "Hey, Gloria, I forget, where is the evidence room again? Ya' see, I picked up this duffle bag of various weapons from that Dust store fire a little bit ago." ** _Okay, that was the complete opposite of what I wanted you to do. *Sigh* The receptionist leans over to us, she's an older black lady with corrective lenses and gives a typical 'Mm-mm-mmm'_**

"Child, I swear you forget wear that evidence room is every week! Lord bless your innocent soul," **_She pointed down a hall to our left,_** "Down that hall take a left and then a right, it should be labled." **_No way did that just friggen work._**

"Believe it baby!" **_We may have gotten lost on the way there, but it wouldn't have happened if we didn't stop by the bathroom to...ahem...bleed the lizard, as it were._** ** _Okay, we're in the evidence room, what's next?_** "Well, we obviously have to take all the Dust that's in here," **_And?_** "Some cash would be nice...Ooo~ Hockey mask!" **_Calm down Jason, let's get serious here._** "Right, right...um..." **_Now if we were a pile of confiscated Dust, where would we hide? In the drawers?_** "No." **_Table?_** "No." **_In a vault?_** "N-...Actually, that just might be where it's at." **_Okay, so this huge vault has what looks to be foot thick steel door, so that means we should use about... let's see carry the one, add seven..._** "Dude, let's just use all of the C-4" **_Yeah that works, screw math!_**

"Three," **_Two,_** "One." **_BOOM! That explosion kicked ass! I mean the reader can't see it, but you can imagine it, just take your average Micheal Bay explosion, layer that on top of that scene in the Ant-Man movie and you have what we have here._** "Right, let's hope that the explosion didn't rattle up the Dust any." **_Walking inside the vault we find that, overall, it's very underwhelming, I mean, I expected it to be more whelming, but I guess not. Anyway, the Dust was ripe and ready for the taking,_** "Like taking candy from a baby." **_Who the hell steals candy from a baby? No, honestly, what jackass steals from an infant? There's a special place in hell for people like that._** "Dido." **_Alright we got the stuff, let's get out before backup-_**

"Hault! Put your hands in the air!" **_-comes...Crap._** "I said put your hands in the air!" **_Do it idiot, this chick ain't playin'_** "Now turn around."

 ** _We do so and who do we see,_** "Holy crap, Glynda?" **_Mrs. Robertson, about time we get some one on one time,_** "Me-eow."

 ** _She scoffed. Scoffed. At us, can you believe it?_** "Hello Pool."

"Ugh, it's Deadpool actually, and don't worry, you don't have to underline my name every time you say it."

 ** _She folded her arms and gave us a death glare._**

 ** _...Oh, she's still going. Uh...Quick! Say something witty!_** "You know, you may be a Good Witch, but with that crop something tells me you've been awfully naughty! Hehe." **_We're dead._**

 ** _And as if she read our mind she was willing to fight us. Fight us! Over a stupid joke!_** "Pretty sure it was all that Dust we tried to steal right now."

"I didn't want to harm you because you are an ally of Parker, but there are _many_ things I can't tolerate." **_She raised her crop and began to levitate us- OH MY GOD!_**

"Crap!" ** _If you haven't guessed yet, this is really unfun, but on the bright side, very relaxing on the back._** ** _She threw us against the wall and caused a crater, then to the back of the vault. Soon she followed to finish the job, but we were one step ahead of her._** "Noclip Hack, lol!" **_Teleporting to the other side of her with the bag we taunted and boasted our greatness,_** "Look, I'd love to stay and grope, buuuut...and that's the end of the joke, seeya!" **_With the speed of Night Crawler...because, you know, we can teleport, we teleported out of there._**

"Man, way too close." **_Your telling me, next time you have an idea that stupid, don't tell me, I don't want to be overly pissed._** "...Did you say overy piss?" **_What? Why would I- nevermind, shut up._** "So, you ready to do this again?" ** _Christ._**

oOoOoOoOoOo

 **The next day...Dun Dun- _That's a Law and Order Reference._**

 ** _Okay...what are we doing today, something stupid I assume._** "No, we're going out to eat." **_Really?_** "Yeah. Hit your sweet, sweet narration."

 ** _On our way to 'Not-applebees' we happen to come across something of intrigue, intrigue in that it could be the answer to some of our current problems._** "Okay, big bank," **_Check._** "Stores Dust inside." **_Check._** "Is a Schnee Dust Company building?" **_Checkeroonie._** "Bring it on. Hey Nerd, que the music." Uh, umm...

hold on...

...HERE WE GO! Music Que: X Gon' Give It To Ya- DMX

 ** _Damn right, if it ain't broke, don't fix it._** ** _We walk into the SDC building, like a boss, and approach the front desk, we need to know the 'ins and outs' of this place and to do that we need someone on the inside. So to do that we- CRAP, HIDE!_** "Why is Parker here with the Heiress?" **_Who knows, but maybe it's best that we don't try to steal with them here, yeah?_** "Now, hold on, we need the ins and outs, why don't we just pick her pocket and get some access." **_That won't work, not with him around, unless..._** "We cause a distraction. Didn't Roman give us a number to call if we needed back up?" **_Yeah, some WF goons should work nicely in this situation._** "Hold up, what's that?" **_Oh. They seem to be entering the Heiress' vault...we could just pop in there I guess, avoid the trouble._** "Good plan, I didn't need to deal with the wrath of Spidey right now." **_Why is he even here?_** "McGuffin maybe?"

 ** _Using our expertise we were able to pop into the Dust Vault undetected, all we have to do now is not attempt to harm them, and take some of the Dust. To do that means not, in any way shape or form, go near the White Witch, as our mere presence may be enough to set up the alarm that is Parker's Spider-Sense. Any plans?_** "We take a little at a time, let's start there." **_We went behind a crate to just grab a little bit of Dust, and guess who we find_**

"Hey Wade." **_Crap, there goes that plan._**

"Heeey...bud...how'd you know I was here?"

 ** _Parker cocked his eyebrow as if it was obvious to us._** "You're a wanted mercenary working with Roman Torchwick, you're heavily armed, trying to steal Dust, and are more than likely thinking on using force to escape with said Dust." **_Well, that sums this trip up rather well, doesn't it?_** "Also, Glynda told me what happened last night...she's not pleased an-" **_Wagh, wagh, wa, wa, that's all I hear. Well, since this is a bust, you wanna get something to eat? Tacos maybe? Burgers?_**

"Yeah Tacos sound nice."

"...You didn't hear a single word I said, did you?" **_Nod your head dummy._** ** _Uh-oh, he's sighing, maybe that wasn't the reaction to use,_** "Get out." **_Pointing? That's rude._**

oOoOoOoOoOoOo

"Mmm, hmhm, Tacos were a great idea." **_Problem is, now we don't have another cool place with a bunch of Dust to rob. Hey, maybe that transport sheet we got from Wayne Ma- I mean, Schnee Manor, will tell us of a truck transport. Then we could just jack the truck and drive off. Hell, we could probably do that to a bunch of them._** "Eh, we'll check tomorrow."

 **Saturday- Dun, Dun-**

 ** _Okay, next transport is in a few days...what do we do till then?_** "Don't know...TV?" **_Fun time?_** "NEO!! WE'RE GOING TO THE MOVIES!"

 ** _...Huh, no response. Maybe her and Roman are out._** "Well, there goes that plan."

 **Sunday- Dun Dun -**

 ** _Scroll's ringing, pick it up._** "UGGHHH. Hello?"

' _Deadpool, it's Roman, listen Neo and I are stuck on the northern part of Vale right now, at a meeting with you know who, we won't be back for another two or three days, see you then' *_ **click** *

"Ugh, dick, send a text next time...zZz"

 **Monday- Dun Dun -**

 ** _Hey, isn't that truck arriving today?_** "At, twelve, why?" **_It's 11:45._** "Shit! Time to go!" **_Rather observant today aren't you._**

 ** _Back in downtown Vale and lookie here, it's the truck,_** "Oh thank Odin! All that running was tiring." **_Approaching the truck however we are met with more opposition, in the form of Team JNPR._** "What the?"

"Oh, your that guy that helped Spidey earlier right?" **_Jaune asked us._**

"Hello again!" **_Of course that's Pyrrha with her, oh so cheery, attitude._**

 ** _Then there's Nora,_** "Who the the hell is this dude?" **_Ouch, that hurt._**

"Nora. Language." **_Apparently Ren is Cap._**

"Soooo...what are you guys doing here?" **_Yeah, keep it subtle like that, it'll be fine._**

"Oh! Some guy asked us to watch the truck while he went inside for a bit." **_Jaune said knocking on the truck._**

"Great, great, great. Listen, I'mma need the Dust from that truck."

 ** _Pyrrha blinked a few times before she widened her eyes, probably realizing what we were doing_ , **"You can't!"

 ** _Slight chuckles, and a gun in front of their anime faces! We have been too damn busy to not get this job done, and soul help us God if we lose to a bunch of kids_** , "I'll shoot myself."

"What?" **_Ren asked...probably should've left that one in your head eh?_**

 ** _Cock your gun, make it cool!_** "I said, I'm taking. This. Dust. And not you," **_We point at Ren,_** "and especially not YOU, you-you stereotypical doofus!" **_We actually were pointing at Nora on that one, so, joke's on you reader._** "Are gonna stop me!"

"Well, w-we won't let you." **_Man, ever since that event in the forest Jaune grew some balls, huh? I guess it's his development, get better little by little._** "Guys, we have here a bad guy. And, we don't like _bad_ guys."

"I don't either, I prefer bad girls! They tend to be more open minded." **_Old school zinger._** ** _Pyrrha and the rest of the team brought their weapons at the ready and only one thing was on our mind: What are we gonna eat tonight? Mac n' cheese? Enough of that, weapons at the ready, katanas._** "Just to let you guys know, I'm not afraid to stick my sword through you." **_Lies for two reasons, 1) We don't hurt kids, B) We aren't pedophiles, because you know, that inuendo. And Ç)_** ** _La frases en el Español._**

"Well, bring. It. On." **_Both sides are ready and they actually look prepared, which is freaking me the hell out. Then the wind blew and a tumble weed went by gaining the attention of all the teens._** "Um, guys, aren't we in the city?" **_Jaune does make an astute deduction._**

"BANG!" **_Oh, we're firing, okay. Just keep shooting I'm sure they- why is Pyrrha doing that move that Neo did at the end of the Matrix?_** "No..." **_I suppose I should clarify, at the end of Matrix, SPOILER ALERT, Neo stops all the bullets in front of him using his hand to stop them like a foot away from his face. That's what Pyrrha is doing._** "Heheh, uhhhh, hold on we don't have too get-" **_Dude...run._**

 ** _Pyrrha sent the bullets flying back in our direction and let me tell you, it hurt...A LOT!_** **_To bring insult to injury, because of our over abundance of metal on our person, Pyrrha lifted us up and threw us as far as she could. Thankfully our fall was broken by a glass window and some dudes apartment building._** "Oh, hey guy. Umm...sorry to, you know, interrupt your masturbation time." **_No response,_** "So, uh, I see you're typing away there. What's you're name?"

"F-Francis..." **_Wait...is he who I think he is?_**

"Francis? What up King! Hey, I have a question, how come I'm not in your fan fic yet." **_Can we hit him? Does that effect the real world?_**

"What are you- GUAH!" **_Nice punch. Hey, do the ending to his chapter._**

"Heheheh..." **_Oh, that is just terrible._** "Your move King." **_Alright, let's get out there and kick that redheads ass!_**

 ** _Jumping out the window we came much more prepared by taking a super magnet with us. Hopefully, that because of it, we should be able to fight MagNikos. The team was already waiting for us when we got there, so that made things easier, especially when Jaune was quivering in his boots._** "Alright, be honest, I'm not the only one with a little bit of piss in their pants, am I?" **_We pull out our thick rubber mallets, so that we could combat female Ian McKellen._**

 ** _Nora scoffs at our...less than admirable hammer size,_** "What are those gonna do when you have to go against **THIS.** " **_Jesus Christ she can be frightening._** ** _Ahem...Anyway, Nora and we launched at each other and collided hammer to hammer, it was quite the spectacle to see, especially when she fired her grenade launcher point blank!_**

"AAAUUUGGHHH!!" **_Don't move...play dead, mess with their heads, THEN attack._**

"Ohmygosh! Nora, you've killed him!" **_Classic Pyrrha, always worried about the good of others._**

"That was NOT part of the plan, I swear. I thought he had an aura!"

 ** _Now. Now!_** "BANG!" **_We fired at Jaune first, but our lack of depth perception, because of blown off face, causes it to hit his shield,_** "F@%$! Oh, it's like the comics. That's kinda funny."

"What the-?" **_HAHAHA, Jaune's face is priceless right now, it looks like when you try to fart but comes out as a poop... Yes that was a poop joke, we're low on material._** "Alright team, uhhh...Power Formation!" **_What?_**

"What?" **_We an Ren have similar minds._** "What's Power Formation again?"

"Ugh, guuuyyyysss..." **_That poor kid, all he wants to do is lead his team and be part of arguably one of the most popular ships there was._**

"Well, we haven't really gone over it until now."

 ** _Even his red headed baby mama doesn't know what's going on,_** "So sad." **_Agreed._**

 ** _Okay, battle ready stance. Let's show them some of our Gunkata. Fire the Deagle at Ren it'll_** **_slow them down, slice at Nora and- OH SHI- Okay, Nora's firing, if you can manage to hit just ONE then we could stand a chance._** "Augh!" **_And don't get shot by Ren in the process._**

"Okaaaay, have a load of this!" **_Nora sent a grenade towards our direction, we fire and miss. The explosion then launches us across the street, destroying a car in the process. Coming to finish the job, she fired another round in our direction. Last shot, make it count._**

"Bang..." **_We fire and we connect to the grenade causing an explosion as it was leaving it's chamber._** **_The resulting explosion broke up the team into seperate two man groups, Ren with Pyrrha, and Jaune with Nora._** "So long extra dimensional cowboy." **_We were played by Steve Blum once, who also played Logan in our game._** "Oh yeah? So that means we are more alike than Wolvie lets on." **_Yeah, we should probably get back to the B-Team now._**

 ** _Making a pop over to Ren and Pyrrha, we begin our battle to defeat Gin Dynasty and Pyrrhic Victory...cause, you know._** "Uhh, wha-" **_Pyrrha was the first up and we threw a right hook, then followed with a left jab and finished with a Spartan kick._** ** _Moving to Ren, we avoided some slashes and took a few bullets_** **_ultimately we knocked him back with a palm to his chest._**

"HEISSMAN!" **_Ren flys back and collides with his red clad teammate,_** "Hell yeah! We could've been in the CFL!" ** _Pyrrha and Ren get up and they start to plan something, but I ain't staying around to find out what, time to bid this area adieu and get to the truck._**

 ** _We popped over by the truck and guess what? The damn thing is gone! And we have no idea where it is headed now._** "Looking for something?" **_Jaune was acting reeeeaal smug because he knows that his team won this fight._** "Must be a shame to lose to a bunch of teenagers." ** _his attitude has Parker written all over it, and it is annoying._**

"Okay Joan of Ark, don't break an arm jerking off your team." **_Classic zinger. Seriously though, they actually beat us._** "Only because we weren't trying to kill them." **_Yeah, but we WERE trying to steal that truck._**

"So, what's your plan now Pooly?" **_Great...now Nora is taunting us. At that moment the rest of JNPR arrived albeit out of breath. Wonder why._** "Oh. Hey guys, where have you been?"

 ** _Ren was the one to respond._** "Nora, we had to try to fight him, and then run over here. We _really_ don't have time for teasing right now."

" ***sigh*** Well, looks like it's back to lounging on the couch and eating ice cream." ** _We wave and make our leave and the kids seemed baffled._**

"Wait, uhhh...you're under arrest!" **_Nice try Jaune but-_**

"No I'm not! I haven't technically done anything illegal, so, joke's on you!" **_God I love loopholes._** ** _So, Mac n' Cheese?_** "Yeah, that seems the best."

oOoOoOoOoOoOo

 **Hideout**

"Well, at least the food is good."

 **Tuesday- Dun Dun -**

 ** _We are sitting on a recliner watching a Grifball game,_** "What do you think the rest of the Six are doing?" **_Being prepared to be slaughtered, Ock has no power here and he knows it, the others, well, there's Rhino and then The Lizard, as well as Scorpion._** "So, only one competent henchman for the Octopus?" **_Yeah._** "Shame."

 **Wednesday- Dun Dun -**

 ** _Eh, just use the Phantom Pain fast forward cigar,_** "WOAH- HOOOOOOO!!"

 **Thursday- Screw you this joke is old -**

 ** _Okay! Last chance to get some extra Dust before the big heist and, hopefully, get some with Neo._** "And by 'get some' he means-" **_They know what I mean, now let's get this job done._**

oOoOoOoOoOoOo

 **Later That Night**

 ** _Okay, let's wrap this shit up- we're out of jokes,_** "Yeah." **_And are more than likely showing up in the next chapter only to get our ass kicked._** "Most likely." **_And we desperately need Dust from this store to replenish some of our munitions._** "Of course." **_Also Webs is patrolling about now, so, we are in for a ride._** "Bring it on."

 ** _We walk up to the window of the Dust shop and, learning from last time, just shot the window out. Seeing no opposition we walk inside and grab some Dust in a bag and walk out. No, seriously, we just walked out, nothing happened. Crazy right?_** "Kinda late to be buying Dust, don't ya think?" **_...Shit._**

"Spidey! Buddy, how are you? Been eating good I see. Is that a new suit? It... _suits_ you! Hehe." **_He's pissed._** "What? How can you tell?" **_He's squinting._** "Look, Spidey, I am going to take this okay bud? I need it."

"What you need is an ass kicking." **_Ooo, saucy._** "How about I beat you up, return the Dust and maybe, MAYBE I'll let you go."

 ** _F!% him, we don't leave with this Dust Roman'll be pissed._** "Yeah, then we have to explain why we keep going easy on Spidey. Or worse, Neo reads our mind!" **_Screw him, let's do this._**

"Really? We're doing this?" ** _We get in our stance and pull out our swords, Spidey sighs,_** "Okay, your loss." ** _That's a new stance he's rockin there._**

"I noticed, maybe we should- OOF!" **_AGH! GUT CHECK, GUT CHECK!_** "Christ, why is he so fast?" **_Hehe, the girls must be disappointed,_** "Hehe, yeah he pro- GUAH!" **_Freaken clocked! Okay, new strategy we-_** "RUN!" **_Not what I was going to say, but sure._** "Almost there, almost there...CRAP! How did you-"

"Beat you here?"

"Woah, are you-"

"Reading your mind? No."

"Then how-"

"You have a limited vocabulary Wade, I doubt you're capable of coming up with questions that are actually complicated." **_Okay, hurtful._** "Now I think it's time we-"

"Here!" **_Why are we giving him the bag? Oh, ohhhh, I get it yeah. Good plan._**

 ** _Spidey cocked a lense._** "Really. You surrender? What's your game?"

"No game, just check the bag."

 ** _Spidey checks the bag and looks back at us._** "...Okay, I guess I'll let you go, but I'm still mad you tried to do this in the first place."

"Hey, l can't do a guy a solid?"

"Fine."

 ** _We give him a salute and take off. So, think he'll know that we took almost all of the burn Dust?_** "Not sure, but we have some." **_Ah, but is it enough?_** "Oh hell no! But, we'll have to make due." **_How do we break it to Roman?_**

oOoOoOoOoOoOo

 **Hideout**

"You were jumped..." **_He's not buying it._**

"Yeah!"

"By Spider-Man?"

"Uh-huh."

"...So shouldn't you be saying you were foiled? WE'RE the villains Deadpool, we jump the good guys, not the other way around." _He does have a point Wade._

 ** _I told you, but you didn't listen._** "Whatever, think you can make due?"

 ** _Roman took a drag off his cigar and sighed,_** "Do I really have a choice?"

 ** _Smile idiot,_** "When do we start?" **_Ugh, in two days! Come one we've seen this much already!_**

oOoOoOoOoOoOo

 **Peter**

Peter, currently Spider-Man, was returning the Dust that he retrieved from Deadpool, "This isn't nearly enough Dust for Roman and them to do something. What was Wade's plan?" placing the Dust on the counter Spidey found a note that had his name on it. He picked it up and it read thus:

'Spider-Man,

Be Prepared.'

"What the hell is that supposed to mean?" he asked himself. Not finding an answer he pocketed the note and began his journey back to Beacon. _Hope it's nothing too serious._

 **Next Time- The Stray and The Fight at The Docks**

 **A/N: Holy shit! Finally! How did you guys like the Deadpool narrative? No seriously, I need to know, I thought I'd try something new and since I have never done a first person view I thought I'd try it with Deadpool. If you don't like it that's okay, I'll just scrap it, just thought I'd try something new ya know? Anyways, how was your guys' Thanksgiving...if you're American. Mine was alright, other than there not being enough mashed potatoes. I picked up that new CoD game, it was the first time I have truly been excited for a CoD game in a long time, and since I only play campaign I was not dissapointed. I mean, sure, there were some over the top moments, but overall it was a pretty solid game, even zombies mode was fun for me, and I hated zombie mode in the last few entries. Saw Ragnarok, fantastic movie, saw Justice League...I mean...it COULD have been better, but it also could have been A LOT worse. Anyways, I'm rambling now- uh, shout out to KingFrancisX and his current story, seriously I love this guy, he makes me jealous. And...uh...shout out to all you guys, the newcomers and the ones who've been here since the beginning, I know there isn't a lot of you, but there's enough for me to keep going, hell, I'd probably keep going even if there was no one to see it, I have a story to tell and I want to tell it. I even have an endgame! Oh, I can't wait, sometimes I just want to timeskip all the way to ths end so that I can show you guys what I mean, but that would be a stupid story. Okay, I'm going for realsies this time, favorite, follow, and review on what you thought of this interesting chapter. Also remember to PM qustions, suggestions anything, I'll be hapoy to answer all of them...unless it's finals week. Well Laters Sheeple!**


	26. The Stray and The Battle at The Docks

**The Stray and The Battle at The Docks**

 **Peter**

Peter didn't know why, nor did he want to know, but he and his team were headed to Vale. Something about it being Weiss' idea, but that was all he got from Yang. Though, Peter had to admit, Vale looked almost completely different, with the Vytal festival taking place at the end of the year, the students from other schools would begin arriving in Vale soon, which excited him more than anything, he really wanted to see how some other students from other schools differed from his team and friends.

Looking at Vale Peter could already see the countless decorations being put up. Signs saying 'Welcome to Vale' and 'Hello Vytal Contenders' were seen all over the place. If Peter had an event back home that would be the equivalent to this...well...there wasn't one. _Maybe Comic-Con, but last I checked you don't kill a bunch of people to get an autograph from an artist or actor... Then again-_ Peter was snapped from his train of thought by his team.

"The Vytal festival!" Weiss exclaimed with her arms opened wide to express herself, "Oh, this is completely wonderful!"

"I've never seen you smile this much Weiss." Ruby said, but then shrugged and mumbled, "It's kinda weirding me out." Peter snorted at that comment and gave Ruby a 'I heard that' smile.

Weiss turned around to defend herself, "How could you not smile? A festival dedicated to the cultures of the world, there will be dances, parades, a tournament. Oh, the amount of planning and organization that goes into this event is simply _breathtaking_." she said as she twirled similar to that of a ballerina. Yang and Blake gave each other a look of uneasiness from the heiresses chipper attitude.

"Okay, you're starting to creep me out," Peter said joining the conversation, "1) You never smile, so already I have a billion questions to ask, like, what kind of meds you are on. 2) You are being _way_ too nice to Ruby, and didn't even comment on me not brushing my hair, which you always make a point of doing if I don't do it. And 3) How did you do that spin and hop in heels?" Weiss scoffed and chose not to answer, but rather kept admiring the event.

But Yang had some two cents of her own to add, "You know Weiss, you really know how to take a cool thing and make it boring. I bet you could even make Spider-Man boring!"

That set Weiss over the edge, one bafoon she could handle, but two? "Ugh, quiet you! And I'll have you know Spider-Man will always be cool with me, no pun intended."

Yang crossed her arms in disbelief, "Really?"

Smiling with pride Weiss gave her retort, "I'll have you know that out of all of you who claim to have met or teamed up with Spider-Man, I was the one to actually _kiss_ him." Yang and Ruby's eyes widened in disbelief and Blake looked over to Peter who was messing with his hair furiously. He looked at Blake and saw her look, _Is she jealous, did she not think something like that would happen? Well maybe it's because it never does but still!_ 'One time I swear.' Peter mouthed to Blake as he kept repeatedly pointing at Weiss. Blake nodded her head seeming to understand, but walked up to him to whisper anyways.

"She forced you?" Blake asked.

"More like caught me while my guard was down, besides it was awhile ago, I figured she forgot already." Peter said while rubbing the back of his neck.

Blake gave a low snort, "Peter, girls don't forget their first." Peter loomed at Blake with a confused face, but as if she knew what he was going to ask she rolled her eyes and nodded at Weiss, "Look at her face dummy. She really felt something. I'd hate to see you break that girls heart." the two shared a low giggle.

"If you two are done whispering sweet nothings into each others ears, we are moving!" Yang called out causing the two to speed walk to catch up, Blake sporting a flush face when she was next to Yang. Continuing their walk the team ended up by the docks of Vale, _That's odd, why do I get the strangest feeling of Dejâ vu right now?_ Peter thought. "Remind me again why we are spending our Friday afternoon at the stupid docks? Yang asked.

"Ugh, they smell like fish!" Ruby said plugging her nose cause Peter to chuckle at her innocence.

"I've heard that the students from Vacuo will be arriving by ship today," Weiss said with her hand to her chest, "and as a representative of Beacon, I feel as though it is my solomn duty to introduce them to this fine kingdom." Weiss smiled and turned to continue walking.

Blake leaned over to the others, "She wants to spy on them so she'll have an upper hand in the tournament." she mentioned.

Weiss spun around quickly whipping Peter in the face with her hair, "You can't prove that!"

Ruby stopped suddenly and Peter bumped into her causing her to nearly fall over, "Shoot, sorry Rubes. Here." he picked her up, but Ruby didn't pay it any mind, "Something on your mind?"

"Woah..." Ruby was staring at a shop with a shattered window where detectives and police tape covered the scene. _Oh. that's why this place feels familiar._ Peter thought. "What happened?" Ruby asked the detectives as they were inspecting the damage.

"Robbery." The bearded one, Burnie, mentioned, "Second shop to be hit this week, that on top of the confiscated Dust that went missing back at the precinct," he stopped to rub his brow and let out a heavy sigh, "oh, that's a lot of paperwork."

"Not to mention the chief ain't too happy about it either." his partner mentioned stretching his suspenders."

Burnie picked up a shell casing and placed it into a plastic baggie, "So, what are thinkin'? The, uhhh, White Fang?"

His partner scoffed, "I'm thinkin' we don't get paid enough." the two left the crime scene and Team RWBYS was left to wonder.

Weiss folded her arms and scoffed, "The White Fang. What awful bunch of degenerates." _Well they do have Wade._ Peter thought.

"What's your problem?" Blake asked in an almost frustrated tone.

Weiss turned to Blake and snarled _As if it isn't obvious_ she thought. "My problem? I simply don't care for the criminally insane."

"That's a contradictory statement," Peter pointed out, "If you are insane you won't be branded a criminal due to mental health problems, that's why they go to, well, they used to be called Asylum's, now they are called 'Mental Health Hospital's.' You know, instead of jail."

Weiss turned her attention back to Blake, "The White Fang are hardly a group of psychopaths." she folded her arms much like how Weiss would, "They are a collection of misguided faunus." she narrowed her eye's at Weiss at the end and Peter took notice. _Shut up Weiss, shut up if you know what's good for you._

"Misguided? They want to wipe humanity off the face of the planet!" Weiss retorted starting to get annoyed. _Blake is my teammate, why isn't she agreeing with me?_

"Then they are VERY misguided. Either way, it doesn't explain why they would rob a dust shop in the middle of downtown Vale."

"Uh, that's because they didn't." Peter mentioned and Blake smiled, "But Weiss was right when she said a degenerate did this." at that Weiss smiled and Peter showed the team pictures he took of him beating the snot out of Deadpool, "His name is Deadpool, they call him the 'Merc With the Mouth' or the 'Regenerative Degenerate'."

"How do YOU know all of this?" Weiss asked.

"Uh, duh, 'cause I'm awesome." Peter said pointing to himself.

"That's the guy that was working with that Roman Torchwick guy that escaped from me a few months ago." Ruby looked down on herself, "He must be the one behind this." _Has it been a few months already?_ Peter thought.

"Or," Weiss cut in, "Since he is a 'Mercenary' like Peter said, maybe the White Fang just hired him." Crossing her arms again she began to go into her 'holier than thou' mode, as Peter dubbed it, "Besides, even if that were the case, it still doesn't change the fact that the White Fang are a bunch of scum. Those faunus only know how to lie, cheat and steal." Peter clinched his fist in anger at that. Hearing Weiss talk the way she was about the faunus made Peter think of some of his Mutant friends back home that were treated unjustly as well, probably worse than faunus really. He thought of Bobby, Kurt, Rogue, smelly, and, even though they haven't been on speaking terms since 'The Incident' Laura as well. _If Blake doesn't make Weiss shut up, I might. And I guarantee I hit harder than anyone here at Beacon._

"That's not entirely true." Yang cut in trying to be the peace keeper of the situation. Peter could see it in Yang's eye's she didn't like the way Weiss was speaking either, whether it's because she has faunus friends or if she just feels bad for them is unknown.

"Hey, stop that faunus!" however as if fate wanted to prove Weiss right, a man at the boat that was docked called for help from a 'No good stowaway' as he called him. The team rushed over to the docks where they see a blond haired monkey faunus, complete with tail, dressed in an unbuttoned white shirt with it's collar popped, jeans, and red forearm guards with gloves underneath. The faunus evaded the ship crew and found a lamppost to hang around on, no litterally he was hanging from his tail look like Spidey when he hung upside down with his webs, _If that tail is fake and it actually comes out of his wrist guards there, I am so suing._ The faunus was about to dig into a banana when the detectives came over.

Burnie, for some reason, decided to throw a rock at the monkey boy's head. "Hey," he called out, "Get down from there this instant!" the boy's response was fo throw the banana peel onto the man's face, to which Peter restrain himself from bursting out from laughter. That didn't stop the faunus boy from laughing and then jumping over the cops so he could begin his escape. The two detective started to chase after him as he ran up the wooden stairs and onto the walkway where the team was watching. Now, Peter could've stopped him hear and now, but, he really didn't see a point, no, instead he put up his hand for a high five, which the faunus gave. Smiling to himself for actually pulling something like that off, Peter opened his scroll to his specialized 'Spider Tracer' app. A mini map of Vale pops up and a red blip indicates where the faunus is at in the city, _God, I kick ass!_ In the short time that he high fived Peter, the faunus ran passed the girls and when he saw Blake he turned to her mid stride and winked.

"Well Weiss, you wanted to see the competition, annnnd there it goes." Yang mentioned with a smirk pointing towards the escaping faunus.

Realizing what Yang was implying, Weiss was quick to throw her index figure to the air, "Quick, we have to observe him!" Peter had just walked to his team before they dashed off, minus Blake who seemed to be spacing out.

"Yo, Black Cat, you good?" no response, "Hellloooo?" Peter snapped his fingers until Blake _snapped_ back to reality.

"What?" she asked shaking her head slightly.

"You okay?"

Blake looked to where the team was running off to, "...Yeah..." Peter patted her shoulder to show a kind gesture.

"Don't worry, if Weiss doesn't stop, I'll make her." Blake shook her head and gave a slight smile, "Come on let's catch up." the two chased after their team and, actually, caught up in record time. Because Weiss collided with someone else. Everyone stopped and Peter was already snickering because he could make a few quips on this one.

Weiss got up and brushed off her dress, "Ugh, who put that pole there?" she asked holding her head in pain.

"Uh, Weiss?" Weiss looked at Yang who pointed at the orange headed girl on the ground. Jumping back in surprise Weiss 'Eeeped' as Peter put it.

The girl looked at the team and had a smile that Peter had to admit, was awfully contagious, "Sal-u-tations!" she said the others waved, but Peter and Ruby were the first to speak.

"Um, hello." Ruby said almost not sure of herself.

"Hi!" he walked up to her and offered his hand to help her up, "Geez Weiss, you've gotten really good at _running_ into new people. I think you finally hit your _stride_ in trying to make friends."

"Nice." Yang smiled and gave Peter a high five while the others groaned. _I think I'd rather work for tge SDC than hear anymore of those jokes._ Blake thought.

"Are you okay?" Yang asked the girl.

The girl nodded and smiled, "Yes, it's a pleasure to meet you. My name is Penny Pollendeena."

"I'm Ruby." Ruby waved again.

"Weiss." she had her hands on her hips.

"Blake." whose eye's were narrowed and arms crossed.

Then there's Yang, "Are you sure you didn't hit your head?" she was hit in the gut by Blake, her way of keeping Yang in line, "Oh, uh, I mean...I'm Yang." Peter shook his head with a smile and rolled his eyes at his friends antics.

Peter held out his hand for Penny to shake, "I'm Peter Parker, or pallendrome, or freak, or OG, or fake-clone, or...you know I have a list of names, I'll send it to you."

Penny nodded with joy, "It's a pleasure to meet you!"

"You already said that." Weiss told her.

Penny was put into thought before returning to her smile, "So I have!"

Weiss nodded her head slowly, _Okay, time to get out of this situation,_ "Well...sorry for running into you." she said as she began to walk away, _Nailed it, prime example of defusing an awkward situation._ ** _That she made awkward, also she made a pun without realizing_** I noticed that too, I always felt Yang should've snickered or something.

The team shuffled their feet before they waved goodbye and started to leave. "Okay, bye friend!" Ruby yelled out before she caught up with her friends.

"That girl was...weeeeirrrd." Yang said wincing at the odd encounter they just went through.

"Yeah." Weiss agreed.

"I liked her! She was awesome!" Peter said and the others turned to him like he was crazy. Turning around Yang came face to face with the girl they were just talking about.

"What did you call me?" Penny asked with intense curiosity.

Yang started to defend herself, "Oh, I'm sorry I totally didn't think you could hear me." Blake sighed at Yang's response. Peter was laughing at Weiss because she was in fear of how this girl ended up in front of them so quickly. _Weiss's face is the definition of 'WTF'._ Peter thought as Weiss' head kept looking at the previous spot that Penny was just at and where she suddenly ended up.

"Not you," Penny pushed passed Yang and the others to approach Ruby, "You, you called me friend. Am I your friend?"

"Uhhh..." Ruby looked behind Penny to see her friends all shaking their heads, except Peter who was giving her a thumbs up and kept nodding his head. "Yeah, sure...Why not?" Peter got another good chuckle when he saw his team members collapse from hearing the answer their leader gave.

Penny gave a wide smile before double fist pumping, "Sen-sational. Oh, this will be so great, we could paint each others nails, and try on clothes and talk about cute boys!" Penny looked over to Peter before snickering to herself and pointed at him with her thumb.

Ruby sighed before she turned to Weiss, "Was I like this when we first met?"

"No," Ruby sighed with satisfaction, "she seems MUCH more coordinated." Ruby groaned at the comment.

"So, why are you here? In Vale, I mean." Peter asked.

Penny turned around with a smile across her face as she talked to Peter, "I'm here to fight in the tournament!"

"Wait," Weiss started, "YOU'RE fighting in the tournament?" asking as if the girl was lying.

Penny looked at Weiss with a determined face, "I am combat--Ready!" she finished with a salute.

"Forgive me, but, you hardly look the part." Weiss said, still not convinced.

"Says the girl wearing a dress?" Blake mentioned.

"Says the girl wearing clothing so skin tight, Spider-Man would blush." Peter quipped and got a giggle from Yang, and a blush from Blake.

"Ugh. It's a combat skirt." Weiss said defending herself. Very quickly Ruby rushed over to Weiss agreeing before they gave each other a high five. "...Wait a minute." Weiss walked uo to Penny and grabbed ahold of her shoulders, "If you're here for the tournament does that mean you know that monkey tailed..." _What word, what word, what word would Father use? No probably not that one._ " Rapscallion?" _Crap, not what I wanted, but it'll do._ Blake didn't take well to the word and Peter could see it.

"The who?" Penny asked, not sure who Weiss was speaking of.

Weiss reached into a pocket...wait... ** _She doesn't pockets, where was she keeping that?_** and pulled out a crude drawing of the faunus boy. _What?_ Peter thought, _A) When did she have time to make that drawing, B) Where was she keeping it?_ "The filthy faunus from the boat!"

Finally, Blake had enough, "Why do you keep saying that?"

"Huh?" Weiss asked clearly confused.

"Stop calling him a 'Rapscallion' stop calling him a 'Degenerate' he's a person!" Blake defended now up in Weiss' buisness.

"Oh, I'm sorry, would you like me to stop referring to the trashcan as a 'trashcan' or this lamppost as a 'lamppost'?" Weiss asked pointing at the various items.

"Stop it!" Blake shouted.

"Stop what? He clearly broke the law, give him time he'll probably join with those other low-lifes in the White Fang."

Peter stepped in and pushed the two girls away from each other trying to defuse the situation, "Woah, okay ladies, let's not try to kill each other. Now, I think you both have your merits," the girls kept staring at each other not even paying attention to Peter, "Now, on one hand, Blake- you are right, we can't assume about him because we don't know him, he is a person." Blake smiled with conviction as she knew Peter would take her side, until, "On the other hand, Weiss- You are also right, because this faunus: Did show up out of nowhere, did break the law, and a slight possibility that he is with the White Fang because he never showed up with a school or team today." Weiss smiled as Peter, for once, toom her side of the argument. Blake, however, was hurt that Peter would even suggest such a thing, "Now that we see each others merits, is there anything you girls would like to say to each other?"

Blake clenched her fist and glared at Peter before turning and looming at Weiss' smug face, "Ugh! You're such an ignorant little brat!" Blake turned and walked away not caring if her team caught up to her or not. **_Man, Blake has such a sassy walk_** Yeah... ** _BOOIIINGG!_** OKAY, YOU ARE AN ADULT DUDE!

"How dare you speak to me like that! I am you're teammate!" Weiss followed to, no doubt, continue the argument.

As the girls continued arguing Peter couldn't help but slump his shoulders as he felt it was his fault her couldn't hellp his friends. "Chin up slugger," Yang said patting his shoulder, "you can't save 'em all. If you could, there'd be no place in the world for us!" she said as she pointed at herself and her sister.

"Yeah, but..." the trio looked at their teammates argument still going strong.

"Yeah," Yang started, "I think we should probably go..."

Penny suddenly popped from behind the group, which honestly scared the living hell out of Peter because he had totally forgotten she was there, "Where are we going?" she asked causing Ruby to face palm.

"Us Penny, not you, we're going home." Peter mentioned.

Penny thought for awhile before putting on her trademark smile again, "Oh, okay! Have fun!" with that she left. Meanwhile the argument was still going, even all the way back to their dorm!

The girls and Peter watched, slightly scared really, as the fight continued, "I just don't understand why this is causing such a problem." Weiss said.

"That is the problem!" Blake retorted and Weiss stood, literally, her ground.

"You realize you're defending an organization that hates humanity, don't you?" Weiss asked trying to make Blake sound dumb, "The faunus of the White Fang are pure evil!" she said while crossing her arms.

Now Blake stood up and was furious, "There is no such thing as pure evil!"

"Yes there is, I've fought it before." Peter cut in and both Weiss and Blake glared at him.

"Shut up!" Blake shouted, then turned back to Weiss, "Why do you think they hate humanity so much? It's because of people like Cardin, people like YOU, and apparently, people like Peter, that force the White Fang to take such drastic measures!"

"People like me?" Weiss asked indignantly.

"Like me?" Peter asked, "What the hell did I ever do?" his rage was starting to show as his tone shifted from jokester to serious.

"You're discriminatory!" Blake shouted.

"I've been nothing but supportive, how am I discriminatory?!" Peter shouted back.

"I'm a victim!" Weiss yelled and the whole room fell silent, "Do you want to know _why_ I despise the White Fang? Why I don't particularly trust the faunus?" she asked slowly as she walked to tge window sill and placed her hands on the bookshelf underneath it, "It's because they've been at war with my family for years...War, as in _actual_ bloodshed. My grandfathers company has had a target painted on it's back for as long as I can remember."

"Maybe you shouldn't wear your crest on your back then, it's target like." Peter joked, but Weiss ignored him and continued with her tale.

"Ever since I was a child I've watched family friends disapear, board members- executed, an entire train car full of Dust- stolen." Blake's eyes shifted downward on that last part. "And everyday my father would come home furious, and that made for a very DIFFICULT childhood." Weiss said pounding the bookshelf.

"Weiss-" Ruby tried to comfort her, but was stopped by Weiss herself.

"No! You want to know why _I_ despise the White Fang? It's because they are liers, thieves, and murderers!" Weiss said finally in Blake's face. Blake couldn't take it anymore, she was past her limit. Then the bomb was dropped.

"Well maybe we were tire od being pushed around!" everyone stopped. All was silent, and even Peter straightened up from what happened _Guess the Cat's outta the bag, huh?_ he thought. Blake barely realized what she said and knew she made a mistake. Weiss' mouth was agape and Yang had to literally take the news sitting down, "I-I..." Blake turned to run but was caught by Peter, "Let go of me! Let go of me Peter!"

"Blake, hear me out, don't run we can- UGH!" Blake punched Peter in the jaw and looked in horror at what she had done, he was her friend, the only one she could truly trust, and she hurt him. Blake turned and ran as fast as she could out the doors with Ruby trying to catch up before she was out of sight.

"Blake! Wait!" Ruby called, but it was no use.

oOoOoOoOoOoOo

Outside Blake was running and reached the courtyard of Beacon Academy. She stood in front of the stone statue with the two Hunters, a Huntsman and Huntress, standing over a slain grimm. _I just wanted to be like you._ She thought, _But I couldn't do it like you could, you don't know what it's like to be a person like me, I can't take the constant criticizing like you could. I'm not you...and I'm not human. I've...let you down._ A slight tear formed as she thought of Peter and all the things he's told her, how he is ridiculed back home for doing what he does, but he takes it in stride. When he told her that Blake wanted to follow in his footsteps and set an example, do what you do because it's right, who cares if there is a reward. Unfortunately she never thought about the risk either. And after what she did, she was feeling pretty akin to the grimm right now.

 _I'm no hero like you, I'm just a monster like them._ She removed her bow and gripped it tightly in her hand and wiping a tear with the other.

She was taken out of her stupor by a familiar male voice, "I knew you'd look better without the bow." turning around she saw the same monkey faunus from earlier, "You look like you need to talk, wanna hang out?" Blake looked at her bow and back the academy before taking the faunus boy up on his offer.

oOoOoOoOoOoOo

Back at the dorm, Weiss was doing her nails furiously as she thought about what just transpired while Yang was checking Peter to make sure he wasn't bleeding. "A White Fang, right underneath our nose! Unbelievable."

Peter had had it with everything today, before he tried to help them resolve it themselves, but now _If you want something done right..._ "SHUT UP!" he yelled out Weiss which caught every one off gaurd, "Just shut the hell up!" He knocked her file out of her hand, she would protest but was stopped, "It's your fault that this happened in the first place, you could've stopped back in Vale, but you kept the conversation going all the way back to the dorm!"

Weiss scoffed, "I'll have you know that sh-"

"No! No more, that's it! Shut up! I try to help, I think you're being nice, but then you have to say the worst possible things about people. God, once, just once, could you please NOT BE SUCH A BITCH!" Weiss looked down to see the bookshelf she was leaning on earlier now had a Peter sized fist hole in it. Not gaining a reaction and only stunned silence Peter turned around and started to leave the dorm.

"Where are you going?" Yang asked.

"Out." was the only response they recieved as Peter opened the door and left without another word.

 _I'm coming for you Blake, I'll find you, because you are my friend!_ Peter thought as he started changing into his Spider-Man outfit.

oOoOoOoOoOoOo

 **Ruby**

Ruby woke up the next morning in distraught to see that her two teammates, Peter and Blake, were still missing. **_Yeah, because they SO weren't paying attention five paragraphs ago._** It was apparent when their beds were both empty and messy. "I guess they didn't come back." Yang mentioned causing Ruby to frown.

"Yeah." Ruby said softly.

Weiss frowned and crossed her arms without saying a word. "Come on," Ruby started, "we have to find them." the trio of girls left their dorm and walked passed Jaune and Pyrrha who just finished some training.

"Hello all." Pyrrha called, "Where's Peter?"

Ruby shuffled her feet, "We don't know, Blake had a fight with Weiss yesterday, then Peter got really, REALLY, angry at Weiss and just stormed out after her."

Pyrrha gasped and covered her mouth, "That's terrible!" Jaune said, "What did you say that made Peter so angry with you?" Weiss didn't say anything narrowed her eyes as if she was deep in thought.

"It's...complicated." Yang said finitely. Pyrrha and Jaune nodded, letting the team to go search for their teammates. _Peter I hope you found her._ Yang thought.

oOoOoOoOoOo

 **Blake**

Blake sat quietly at a small café in the middle of Downtown Vale taking slight sips of her tea. After a final sip she put the teacup down and looked across her to the monkey faunus, who she learned was named Sun Wukong, "So," she started, "you wanted to know more about me."

oOoOoOoOoOoOo

 **Spider-Man**

Ten hours. That's how long Peter had been searching for his friend. Ten hours. He was about ready to call it quits on account of him running low on web-fluid and his morale in general was just low. _Would she even WANT to talk to me? Would she listen to me?_ Peter tried brushing off bad thoughts, "It's fine, I know Blake the best out of any of the girls. She is one of us, and not one of them." he said to himself swinging passed the front of a small café.

He continued swinging, eventually he saw a familiar red cloak from the air, "Maybe they're having better luck than me."

 **Meanwhile**

Blake took another sip from her tea, "Finally she speaks," Sun exclaimed, "Almost a whole day and you haven't given me anything but small talk and weird looks." Almost to prove his point Blake gave Sun a disapproving glare, "Yeah, like that."

Blake smiled and rolled her eyes, "Sun...are you familiar with the White Fang?"

"Of coarse," Sun leaned forward, "I don't think there isn't a faunus on the planet who _hasn't_ heard of them. Stupid, holier than thou creeps that use force to get what they want. Bunch of freaks if you ask me, like that Spider-Man guy you guys have here in Vale. I mean, a six foot tall spider? No thanks."

Blake finished her tea before responding, "I was...once a member of the White Fang." the news caused Sun to choke on his tea.

"You were a member of the White Fang?"

"That's right. I was a member for most of my life actually. You could almost say I was born into it..." she continued with her story as Sun sat in awe about the rise and fall of the once peaceful organization.

oOoOoOoOoOo

Ruby, Weiss and Yang were walking about Vale searching and calling for their friend, "Blake!" Ruby called.

"Blake!" Yang called.

"Blaaaaakkke, where are yooouuuu!!" Ruby sighed, "Weiss, you're not helping." she said in an upset tone.

"Oh, you who might be able to help? The police." Weiss responded in a sassy tone.

"Weiss..." Ruby growled.

"Hey, how 'bout Spider-Man?" Yang asked and the girls turned to see the man clad in spandex land right in front of them, nearly making Weiss fall over.

"Okay, it was just an idea, we don't _actually_ have to bother someone like him, I mean, he has more important things to do." Weiss said trying to get the Spider to be on her side, even though he just got there and clearly has no idea what's happening.

"I'm looking for your friend Blake, have you heard anything about her?" Spidey asked.

"See!" Weiss yelled, "Even Spider-Man is after her."

Yang was quick to come to her partners defense, "Weiss, I think we should hear her side of the story first."

"I think when we hear it, you'll all see that I was right." Weiss said placing her hand on her chest.

"And I believe that Weiss' hair looks wonderful today!" a familiar voice said from out of nowhere causing the girls to jump in surprise.

"AGH, PENNY WHEN DID YOU GET HERE?!" Ruby shouted.

"Hey guys," she looked at the vigilante, "and technical criminal, what are you up to?"

"Umm, we are looking for our friend, Blake." Yang mentioned

"Why is it everywhere I go people think I'm a bad guy." Spidey said under his breath.

Penny was in thought about Yang's comment for a moment until a metaphorical lightbulb went off in her head, "Ohhhh, you mean the faunus girl."

"What? How did you know that?" Ruby asked, dumbfounded on how her new friend knew something that they, Blake's teammates, did not.

"It's pretty obvious." Spidey mentioned receiving a few questionable looks. He and Penny looked at each other before he motioned to act like he had cat ears using his hands.

"Umm, that cat ears?" Penny said.

"What?" Yang started, "What cat ears she always wears a b-ohhhhh..." everyone was silent and soon the wind blew a tumbleweed passed where the group was standing...wait what? **_Wait what?_** _Wait what?_ Spidey thought as the tumbleweed continued passed him and down the road. _I hope I didn't take any of Wade's painkillers._

"She does like tuna a lot." Ruby said as if she just made the connection clear.

"So, uhhhhh, are we _not_ going to address how a TUMBLEWEED blew through downtown right now? The nearest desert isn't for miles!" Spidey mentions, but no one answers him. "Okay, it's clear you guys have no idea what's going on, that's fine. I'll just go off on my own." Spidey swung away, at the right time too as it seemed the other girls bailed on Ruby and Penny.

oOoOoOoOoOoOo

Blake and Sun were walking down an alleyway not sure on what to do next, "So, what do we do now?" Sun asked.

"I'm still not sure if it's actually the White Fang behind these robberies." Blake said with a sigh as she looked at her feet, "They've never needed this much Dust before."

Sun stopped in his tracks as an idea popped into his head, "What if they did? I mean, the only way to prove they're aren't the ones behind it, is to go to the place they would most likely be and not catch them there...Right?" Blake chuckled a little at Sun's hand motion he made at the end and his "sound" logic.

"Problem is, I have no idea where that would be." Blake mentioned a little dissapointed thaf Sun's plan may not work.

"Well, when I was on the ship I heard about some guys unloading a huge shipment coming in from Atlas."

"How huge?"

"Huuuge," Sun exagerated, "Big Schnee Company freighter."

"You sure? Sun smiled and that was the only conformation Blake needed.

oOoOoOoOoOo

Yang and Weiss walked out of a bookstore hoping they would get some information, "...thanks anyway though!" Yang thanked the owner as they left. "This is hopeless." Weiss was silent with her hands on her hips still thinking about what Peter said to her the night before. "You really don't care if we find her. Do you."

"Don't be stupid!" Weiss retorted, "Of course I do, I'm just afraid of what she'll say when we find her." the heiress turned and started walking to another potential location, "The innocent never run Yang." Yang didn't have any words, she could only stand there and hope.

oOoOoOoOoOoOo

Penny and Ruby are talking, this scene is short and will be cut from the overall story, as it really isn't important that you hear Ruby and her teammates talk about whether Blake is innocent or not. So instead here's a Deadpool joke: **_Okay, so Spidey was fighting this dude on a rooftop and he kicked him to the next level, but then I swooped down and kicked him into a metal bar, snapping his neck. Spidey looks at me and say, "Damn man, that's kinda brutal don't you think?" and I said, "Yeah, I never meant for the guy to meet a 'Gwen' defeat...get it? So instead of grim it's Gwen. Like Gwen Stacy? Cause she snapped her neck._**

 ** _Thank you, I'll be here next chapter._** Oh God.

oOoOoOoOoOoOo

Spider-Man was still swinging around Vale when he decided to stop to change cartridges. "Two left, I guess I should've packed extra." he mentioned putting his empty cartridges inside his belt. "This is absolutely hopeless! I have been out here for nearly eighteen hours already, another two and I may go insane." Peter sighed about his situation, "Come on Blake, you're one of my best friends, the least you could do is make yourself...Heard!" Peter yelled in revelation. _If I call her maybe she'll answer!_ Pulling out his scroll Spidey dialed Blake's number it rang for awhile until it eventually went to voicemail. Peter groaned what was possibly the longest groan he had ever groaned, even longer than the time he was cloned...twice. "Forgot, Parker Luck." he said with a shoulder shrug, sighing again Spidey sat on a ledge, "Man, what am I gonna do?" **Perhaps you should consider an alternative method.** an all too familiar voice called out causing Peter to fall off the ledge and onto his back on the roof. "What the? Madame Web?" A sudden void of darkness encompassed the hero so that he could speak to the woman face to face. **I see we meet again.** "Yeah. Yoh know, you ever hear of a phone call? Telegram? Morse Code? You don't need to keep startling me Batman." **Have you found your friend yet?** "Way to change subjects. And, no, I haven't. It's impossible, she could be anywhere in the city!" Madame Web shook her head, **You only look for the answers if they are in front of you. You need to learn to search underneath the cracks of the earth.** "We're on Remnant." he quipped. **Think back boy, think back to yesterday, who did you see?** Peter thought about it, "I mean, I saw a few people, Penny, the bookstore guy, that monkey faunus...wait." Web nodded her head in approval, "The faunus from the docks, he gave Blake a look of interest, I may be going on a limb, but he may have found her and they have just been hanging out because both of them are faunus!" Web nodded her head, "Wait, why am I telling you this? You can already see what I can't. You could've told me this!" **But the you wouldn't have figured it out on your own.** Spidey growled at the response, "Even still, how am I supposed to find hi- Oh wait, I put a tracer on his arm yesterday." **Now you have the means to find her. Go, help her, she's in danger.** The blackness disappeared and Peter was back on the rooftop. Pulling out his scroll he loaded up his Spider-Tracer app. Seeing the location he readied himself to move as fast as he ever had. "I'm coming Blake." he jumped off the rooftop and began swinging towards the location. The Docks.

oOoOoOoOoOoOo

 **Blake**

Blake was laying down on a rooftop near the loading docks. The time was about 6:00 PM and the sun was setting. She is intently staring at the SDC crates waiting to see it there is any White Fang activity. "Did I miss anything?" Blake snapped out of her thoughts to the sound of Sun approaching with an armfull of fruit.

"Not really." Blake responded quickly before going back on watch, "They've offloaded all the crates from the boat. Now they're just sitting there." Blake said pointing her arm out at the crates to make a point.

Sun nodded a bit in understanding, "Cool. I stole you some food!" he said with a proud grin.

Blake sighed, "Do you always break the law without a second thought?" she asked hoping that Weiss wasn't right about her assumptions of the boy.

Sun cocked an eyebrow, "Weren't you like, in a cult or something?" Blake's response was a glare of annoyance to which Sun immediately regretted, "Okay, too soon." Suddenly a Bullhead flew overhead causing dust to be disturbed and cover the two faunus onlookers. Looking up they see the search light and Blake pulls Sun dowm to avoid detection. The Bullhead landed and the ramo came down with a solo person coming off of it at first, "Is that them?" Sun asked.

Blake took a good look and as soon as the man turned around and she saw the symbol, she knew, "Yes," she said distraught, "it's...them." soon more members came walking down the plank right behind the first member. Thanks to her faunus hearing, Blake was able to hear something about them to grab a tow cable, but she didn't need to guess what it was for.

"You really didn't think they were behind it...did you?" Sun asked feeling sorry for his, what he would call, friend.

"No, I think deep down I knew," Blake lowered her gaze, "I just didn't want to be right."

"Hey!" a voice below called and Blake's eyes shot open, "What's the hold up? We are not exactly the most inconspicuous bunch of thieves at the moment, so, why don't you animals try to pick uo the pace!" Coming down the ramp Blake saw Criminal at large Roman Torchwick supposedly commanding the White Fang members.

"Yeah, and be snappy about it, I have a nudie mag at the warehouse that has my stains on it, and will probably get more!" another man, the one Blake saw not that long ago when Peter was fighting the Vulture

"No, this isn't right, the White Fang would never work with humans," Blake stood up and began to unsheath Gambol Shroud, "especially not one like that."

"Yeah, that guy did seem dirty." Sun mentioned.

Blake stopped before she could jump to clarify, "Not the red one, the one in the white trench coat." she then jumped down, completely throwing Sun off gaurd.

"Wait, what are you doing?" Sun yelled.

Blake ran and hid behind some crates so she could get the jump on Torchwick, who was degrading a member, she would've went in now, but that mercenary was there and from what Spidey told her, he's no push over when he wants to be. "No you idiot, this isn't a leash." Roman told the White Fang member with a large cord of rope, most likely to connect the Bullhead to the crates. Roman walked away but the mercenary was still there _Come on...move!_ Blake thought.

"Hey," the merc called to the member, "You know, Neo is in to some kinky stuff, so if that's extra..." the White Fang member nodded already catching onto what the mercenary was implying. Finally the mercenary left with the member giving Blake her chance. Quickly she dashed be hind Torchwick and placed her blade in front of his throat.

"What th-" Torchwick looked at what was going on, "Oh, for fu-"

"Nobody move!" Blake called out, all the White Fang lackeys turned around and began pointing their guns at Blake. Even Deadpool was thrown off guard and pulled out his Deagles.

"Oh, it's just Blake." he mentioned.

"Woah, take it easy there little lady." Torchwick said as the White Fang surrounded Blake, and Deadpool kept hooking up crates to ropes.

Blake removed her bow to show her heritage trying to signify she was one of them, "Brothers of the White Fang! Why are you aiding this scum?"

"Oh, okay, someone didn't get the memo." Torchwick said with smirk.

"What are you talking about?"

"Oh Deadpool!" Roman called and Deadpool popped in front of the two in a lawyer suit with what looked to be a contract.

"Ahem, Article One, Subsection B, Paragraph 2: Team Up. 'From this day forth, the parties offered(White Fang) will assist the offering party(Torchwick) in stealing all the dust in the kingdom in exchange for getting more followers to join the offered parties group. The offered party are only asked that they listen to what the offering party says, no matter the circumstances.' end quote." Deadpool than flipped the page to another, "Side note, the evil villains also have a great dental plan." Blake gave a questioning look on what just happened, but was stopped short when Torchwick shot beneath her feet causing her to fly backwards. During that multiple Bullheads came and began taking the Dust with their hooks.

"Good work Deadpool!" Roman shouted over the Bullhead.

"What!?" Deadpool shouted back.

oOoOoOoOoOoOo

In the distance Ruby could see Yang and Weiss could see the smoke, from their respective locations. Spider-Man, who was arguably the farthest began to speed up his swing, beginning to crack windows as he swung by just by the shear power of his swing alone. _I'm coming Blake, just hold on!_

oOoOoOoOoOoOo

Blake was slow to get up and that proved to be Roman's advantage as he fired another shot at her while she was down. She narrowly avoided the blast and rolled to safety, although she can't say the same to the crate of fire Dust that exploded due to the gunshot. She got on a knee and turned to face Roman, but as soon as she did he released another shot from his cane and another and another. Blake did a few back handsprings to avoid the blasts, but it didn't mean it was easy. Using her semblance foe an edge she quickly moved out of the way and dashed behind some crates. "Here kitty kitty kitty." Roman said in a menacing tone, which completely fell flat when Sun dropped a banana peel on his hat. Grunting in annoyance he faced the faunus boy who jumped down and kicked Roman in the face.

"Oh crap Roman, that monkey dude just jumped you. Hehe." Deadpool quipped.

Sun did a couple of flips before landing amd facing Torchwick, "Leave her alone." as he said that a Bullhead opened up and dozens of goons jumped out of it behind Roman and Deadpool and eventually surrounded Sun as well.

"You are NOT the brightest banana in the bunch, are ya kid?" Roman exclaimed pointing his men forward to assault the faunus.

"That's racist." Sun said before he took out a long collapsible staff. He began to hit and knock down each enemy that came his way with ease, even Deadpool was impressed by his skill. Kicking a man Sun gave himself some distance before he hit another in the knee causing him to fall in pain. A couple of spins and a parried sword Sun was making quick work of the goons, he soon spun the whole staff around his body and slammed it into the ground to cause a shockwave before tripping a man and breakdancing his way back up.

Blake, who was behind cover, couldn't help but watch in awe at Sun's fighting technique. Obviously he must have been good to get into Haven like he said, bit she never expected him to be this good.

Doing a backflip that turned into a kick to the back of the head of a goon before he launched him at Roman, who ducked out of the way and fired a round in retaliation. Sun spun his staff and actually blocked it. To which Blake jumped down and rejoined the fight, "He's mine!" she shouted, but before she could even come close to Roman she was colliding swords with Deadpool.

"Sorry kitty cat, quitters are forced to play in a server with other quitters." he quipped. Getting annoyed after just one sentence she tried using her semblance to get an edge, but he kept parrying, eventually he started to keep up with her. "You may be wondering how I'm this fast," he started, "well truth is, I always had a problem with women, just ask my ex." disgusted by the comment Blake sent a slice to Deadpool's neck, but he blocked it with a gun shot. He soon started to blend his gunshots and slices together for every three slices there would be a shot, eventually he actually got to a speed to where he could keep up with Blake's swipes no problem.

Meanwhile, Sun came and preformed a drop kick on Roman, and when Roman tried attacking he was met with the other form of Sun's weapon, his gunchucks. Moving at a fast pace Sun was sending out hits almost as fast as a bullet could travel, this was not Roman's first rodeo however, as he expertly blocked every shot. Roman would have gotten the upperhand if Blake hadn't kicked Deadpool into him.

Roman looked up and saw the hanging crate and shot at one of the cables supporting it. Gravity did the rest and it came careening down at a breakneck speed. Sun pushed Blake out of the way and was sure he would have been crushed, but nothing happened. Instead he looked up to see a man clad in red and blue spandex sporting a black spider on his chest and a red spider on his back. Sun was witnessing what was quickly becoming the famous vigilante of Vale. "Holy crap," Sun started his mouth agape from what he was witnessing, "you're-"

"Yes," Spidey said as he slowly lifted the crate up over his head more until his arms locked, "I'm Batman."

"Oh shit." Roman and Deadpool said in unison. In the back Blake smiled, happy that even after everything that happened her friend was still there to help her.

"So, nice first date," Spidey said, "Whose idea was it?" he asked kinda looking at Sun.

"Honestly? Mine." Sun replied rubbing the back of his neck.

Spidey chuckled before tossing the crate to the side, which landed with a loud _thud_ , "Remind me never to date you, no matter how great your ab game is." cracking his knuckles Spidey turned to Roman and Deadpool, "Hey Roman, long time no beat down! Ready for round two?"

Roman opened his mouth to say something but was stopped by the sound of a girls voice, "Hey!" turning towards the sound the group saw Ruby standing on a rooftop with her weapon drawn, knowing what the threat would be like.

"Oh hello red," Roman greeted with a wave, zoning out the others, "Isn't it passed your bedtime?" he mocked and got a snicker from Deadpool. Ruby turned to someone that was behind her and Deadpool brought out his Deagles to which Spider-Man reacted by webbing them up as fast as he could. This turned to be a distraction as Roman shot Ruby instead sending her flying. Spidey saw what happened and something snapped, now he wasn't your typical 'friendly neighborhood Spider-Man' now he was what Deadpool once dubbed 'Scary Spidey' because he becomes increasingly serious and pulls less of his punches, this is usually reserved for when he's royally pissed, **_Like earlier in the story when he broke our neck._** Yeah, see there was a point. Spidey launched forward at Roman and started to beat him relentlessly, Roman tried to defend himself, but Spidey toom his cane and snapped it in two. "Deadpool? Help!" Deadpool got the gunk off one of his guns and pointed it at Spidey's torso area at near point blank range and somehow the hero still dodged it. The only reason Spidey stopped beating down Roman like he owed him lunch money was because he had to dodge a Bullhead that was cut in half and was careening to his location.

Spider-Man jumped back and was barely able to see Roman and Deadpool jump into another Bullhead to escape, "I don't think so." Spidey said to himself, he latched onto the Bullhead with his webs to prevent it from taking off.

Roman looked at his bird hovering and sighed when he had no choice but to go to Plan B, "Crush him." he said and out the side of the Bullhead a giant figure standing easily nine feet tall landed in front of Spider-Man who let go of his webs causing the Bullhead to escape. The giant mass of grey in front of him had left a huge crater ten meters in diameter and about four feet deep.

"You know, I've been waiting to crush you bug man." the being said as he stepped out of his crater and faced the vigilante with his horn shining in the twilight.

Spidey took one look at the being and already knew who it was, "Rhino, greeeaaaaatt." the Rhino gave a chortle and snorted from his laughter, "I think I may have peed myself a little."

 ** _Music Que: Sabotage- Beastie Boys_**

"This is even better than that candle man said it would be." Rhino smile before getting low and pointing his horn at Spidey, "Now let's rumble!" Rhino charged at Spider-Man who jumped over him and tried to attach a web-line to his face, instead it conected to his horn and Rhino took the Vigilante for a ride, "Ring around the rosie. Hahaha!" Spidey finally let go and landed near Blake and Sun.

"What can we do to help?" Blake asked.

"Stay out of the way, I don't want you guys getting hurt!" Blake had no comment as Spidey immediately jumped back into fighting Rhino head on. Spidey would throw a few quick punches here and there, but the Rhino brushed them off like they were mosquito bites. _I have to get through his hide, but how?_ He tried looking for something that could confuse or make the Rhino sick. In the middle of his thinking Spidey had to quickly dive out of the way to avoid getting impaled. Blake not standing for sitting on the sidelines, engaged into the fight by cracking a few potshots off of his head, but the bullets seemed to bounce off and only succeeded in making him irritated.

"Uh oh." Blake said with her eyes widened as the beast charged at her with speeds she didn't think possible for something his size. Blake left a clone behind and strafed left and swiped her blade three times before repeating the process. The Rhino tried to hit her, but he moved his fists to slow as he always hit the clone that was left. Sun took the initiative and got in close to hit the beast a few times with his staff, he figured out his mistake soon as Rhino swiped his hand and connected with Sun sending him flying across the docks. The faunus boy likely would've ran into something if he wasn't saved by Spider-Man.

"Hey you alright?" the vigilante asked the young faunus boy who was gripping his chest in pain.

"I think he broke some of my ribs!" Sun cried out. Spidey set the boy down off to the side.

"Now," Spidey started, "do you see why I told you 'stay out of the way'?" Sun nodded in understanding, "Good, now be a good boy and stay here." Spidey swung back into the action by landing a strike against Rhino's face.

"AUGH!" the Rhino cried out.

"Ha, not so strong when your hide can't protect you, eh ugly?" Blake followed up with a few quick slashes against the monsterous being, Rhino roared in anger and lashed out at Blake. Before he could connect his fist with the girl his arm was stopped by the spider. "Has harming young girls really how far you've sunk Rhino? Jeez even Frank has better morals!" Rhino struggled to break free from Spider-Man's web, eventually he did and threw him against a crate full of Dust. Blake jumped up to attack and met the fate of being intercepted by the Rhino's massive hand which grabbed Blake's face and threw her against the ground causing a crater, to finish her off he was going to crush the brat. 'Was' being the keyword, if he didn't have the attention span of a fly it likely would have happened, however as it stood, he was called out by Spider-Man, so he looked up to spot his foe, "Yeah, you you ugly excuse for a henchman." Spidey gave the 'bring it on' hand motion as he sat on the wall of the Dust crate. Rhino growled and charged at the web clad vigilante and just when he thought he had him, Spidey jumped off the crate last second and caused Rhino's horn to get lodged into the crate, "Geez Rhino you really are a dumb-" Spidey looked at the crate and saw the warning, 'Danger! Extremely Volatile.' "Uhhh, okay, Rhino don't move."

"Uhhh, I feel like I'm gonna sneeze." Spider-Man let out a girly scream after hearing that. The vigilante rushed over to the horn and tried his best to try and pull the horn out of the crate _Crap Crap Crap Crap! Dammit don't you sneeze Rhino!_ "AGH-" _Don't!_ "CHOOOO!"

There was a flash of light, and Spidey was blinded and wounded. "Uhhh..." slowly opening his eyes Spidey saw a few things, his suit was tattered and a lense was missing, web shooters were crushed and the other one was buzzing out the Rhino was on the ground with his horn missing, and to top it all of Spidey saw a foot long piece of shrapnel sticking out of his abdomen. "Okay Spidey, you still have a job to do..." looking around, vision still blurry Spidey made sure that Blake was okay, Ruby was over by her and talking to her. Ironically it seemed that the Rhino was technically the one that saved her since she was in the crater he made.

"Ugghhhh... You know, you're pretty tough for such a scrawny little guy." Rhino was starting to get up and made it to one knee. Spidey got up, slowly but surely, and most definitely in pain. Rhino put his hand up to feel that his most valuable asset was missing, "My horn! Where's my horn!"

Spidey limped over to the injured Rhino moving only on whatever adrenaline he had left. He looked at the Rhino who started forming a fist, but Spidey was first to move, "Shut up..." and with a solid punch to the exposed portion of Rhino the vigilant knocked him unconscious. Spidey turned around to see Blake and Ruby smiling and waving Spidey gave a wave...and collapsed.

 **Blake**

Blake saw her friend beat the giant Rhinoceros and then collapse after he saw them, her whole heart sank, she saw her friend on the ground in a bloodied mess and she felt just like the day the saw him in the infirmary, "NOOOO!" she ran limped across the docks to her friend in disguise, "Oh my God Peter!" he wasn't responsive and his body was soaked in blood.

Ruby gasped at the name, "Peter?" she ran over to Blake and Spider-Man and saw the face beneath the partially destroyed mask and sure enough it was her friend, the one who saved her from a Deathstalker during initiation, the friend who was always there for her and the friend who put others before himself. The sight itself was unbearable and Ruby couldn't help but join Blake in shedding a tear.

"Uhh, whose Peter?" Sun asked.

"He's our friend." Blake responded cradling the bloody body of the vigilante in her arms, "This all my fault!"

"Woah woah woah! Don't go blaming yourself for what happened, nobody's perfect."

"But he told us to stay away and I didn't listen! If he wasn't so worried about our safety maybe things would be different."

"Blake! Ruby!" the two girls and Sun turned their heads to see Yang and Weiss approach them. It was Weiss who was the first to react.

"I-Is that-" she stuttered almost not getting her head around thag the person who saved her life and gave her advice was in a bloody mess in her teammates arms. But it's what Ruby said that caught her off guard the most.

"It's Peter..." the young leader said with tears swelling up in her eyes, "I don't know if he'll be alright he's been unresponsive." Yang could only stare at the bloodied form of the vigilante, words couldn't come to mind nor could emotions, everything was...blank.

"Oh Peter, I'm so sorry!" Blake cried while clutching Peter closer to her body.

"uhh..." Peter started and the others widened their eyes at their teammate, "Bla-ke"

Blake backed off and looked at Peter with a sad expression, "What is it! What can I do?"

"Quit squeezing me...you're pushing the shrapnel...deeper into my...ugh...body." Blake backed away and saw the shrapnel protruding from her ally's abdomen, "Just drag me...over there. I'll be fine." dragging her friend slowly, Blake brought the hero to a crate where he could rest, he gave the thumbs up and Weiss and Blake had their conversation while Ruby and Yang watched over Peter. "I guess I owe you guys an explanation." Peter said weakly to Yang, blood dripping down his soot covered face.

Yang smiled, "Yeah, I guess you do."

"Dude," Sun started, "two things: 1) I take back everything I thought about you, you are waaaayyy cooler than I thought. And 2) How did you find me and Blake?"

Peter gave a chuckle followed by a cough of pain and a blood splatter, "I put a Spider-Tracer on you...back at the docks." Sun looked at his arm and eventually found a metal spider looking device near his elbow on his forearm guards. Sun picked it up and handed it back to the hero. "Thanks." Peter laughed.

Blake and Weiss returned to the group and checked on Peter. "How are you holding up?" Blake asked.

"Better than you," Peter retorted, "I don't have mascara running down my face." Yang and Peter chuckled and Blake smiled _Even in the face of danger he still finds a way to make a situation light_ she thought.

"What I want to know," Weiss started as she put a finger to Peter's chest, "why didn't you tell us? Aren't you our teammate?"

"I never wanted any of you to get hurt."

Weiss scoffed, "What kind of answer is that?!"

"Were you upset when you thought I was dead?" Weiss didn't have anything to say she just stammered, "Exactly."

Heels clicked upon the ground and the students turned to see Glynda Goodwitch, "Hello children." she greeted, "Mr. Parker, what was the last thing I told you?"

"When in doubt, rub one out?" he struggled to say, before he coughed and burst into a chuckling fit, "I'm sorry, I get inappropriate when I'm bleeding out. I guess It's a good thing I'm not a girl, huh? No? Okay." Peter lifted up his bloodied arm, took his other and high fived himself.

Blake smiled before chuckling herself, "That was pretty lame." the group shared in alaughwhile Glynda pinched the bridge of her nose.

"Come, let's get you back to theinfirmary." Glynda said and Sun and Yang helped Peter get to the transport already his suit was starting to reform and Sun freaked out.

"Dude what's going on with your clothes?" he asked.

Peter chuckled, "Thoseare my unstable molecules."

"Your what?" Yang asked and Peter sighed.

"I guess I have to tell another story while on a hospital bed."

oOoOoOoOoOoOo

 **Deadpool** Deadpool and Roman were salvaging whatever they could get their hands on when heels could be heard clicking. "You werevery dissapointing Roman, we were expecting...more from you." Walking into the light was the owner of the voice Cinder Fall.

"Hey, you were the one who suggested working with thosemutsfrom the White Fang." Roman retorted.

"I mean, they are pretty expendable." Deadpool mentioned.

Cindercaused a flame to come into the palm of her hands, "And you two will continue to do so," she steps forward and so do her to lackeys, "we have big plans for you two."

"Yeah, one that involves a lesbianthiefand discountSasukeUchihawith his english voice actor, they may aswellas just called the guySasuke!" ** _Man end of Volume 1? Bout time! JesusChristthat took forever, okay who to thank, ummmm, thank you to our-_** What are you doing? ** _Thanking the readers and followers._** Story's not over, it continues next chapter. This baby is gonna go to Volume 3 before the sequal. ** _And by the time you actually get thereRoosterTeeth will be done with the show._** What? No! Theyaren't KingFrancisX they won't release a new episode everyday all year. **_Okay. So, see you next chapter?_** You may not be in it actually. **_So, just next time?_** Yeah. **_Okay. See you next time when Volume 2 starts up, hell yeah!_**

 **A/N: Thank you for the support guys seriously. So did you hear the rumor that Disney may have finalized talks with FOX? It is just a rumor, but we should have an answer by next week as of me writing this (Dec. 5th 2017) so that's pretty exciting, I just hope that of they do buy it they let the X-Men spin off movies be in their own universe, like Deadpool and New Mutants which are both R and are likely just about done filming and going into post. Anyways that's the end of Volume 1, I've been waiting for this moment for a long time and as such I give a "DOUBLE FEATURE CHAPTER" which hopefully makes up for me not posting as often as others *Waves fist angrily at a Poster of KingFrancisX** **and Setusna* So, I hope you like the chapter, remember to favorite, follow and review and send me a PM if you have questions that must be answered ASAP.**


	27. Christmas Special

Twas the fight before Christmas, and all through the dorm, Weiss was in an argument, her face full of scorn. "I can't believe you would do that!" she screamed at the top of her lungs, but Mr. Peter Parker simply stuck out his tongue.

"You would think it was a bad idea, little miss Ice Queen." he said venom in his voice, when it came to name calling, Ice Queen was always his first choice. Weiss growled and groaned while Yang just thought, _If Peter had done that to me, I probably would never talk_

"I just don't see why you won't listen to me!" Weiss was red in anger contempt in her voice fore arguing with Peter was never her choice.

"You're so rich I thought you'd be happy for just a night!" Peter speaking of some time alone so he could set things right.

Weiss rolled her eyes and cried, "I didn't want a present in the first place, so how would a date suffice?"

Peter groaned, "I told you it's not a date, I'm just trying to be nice."

"Why not take this someplace else?" Blake asked while sitting on the nook, "like, seriously guys, I'm trying to read my book."

Much to the Ice Queen's dismay she followed Parker and went on their way. "Anyone else thinking what I'm thinking?" Yang asked cracking a smile.

"Stop!" Ruby commanded, "Just let them be alone for awhile."

Weiss sat at a table at the local diner with her "date" while said person tried to tempt fate. "Don't look at me like that!" Weiss growled, while Peter ate his food growing fat.

"What am I doing wrong?" Peter asked while humming a sweet song.

Weiss sighed an extremely long sigh, "You just...constantly annoy me is all." she said, even though it was a lie. The girl sat up straight and tall, and continued, "Actually, if I'm being quite honest, that's not it at all."

Peter furrowed his brow as Weiss played with her salad, "Please tell me, tell what's on your palette."

Weiss cocked an eyebrow, "Palette?" she asked, not really getting the gist.

"Yeah, it's like, 'Tell me what you need to get off your chest'."

Weiss blinked, "Oh, I guess I didn't think of that."

Peter winked, "Good, now continue while I finish this stack." he dug into his pancakes and awaited Weiss' response, and once she was vulnerable he would take his chance.

"You see..." she wasn't sure how to make this sound, "It's just that after I found out I kissed you, all my heart does is pound."

Peter choked on his food and thumped his chest for air, truth was he didn't think he'd have to talk about this, he swears! "Honestly, you kinda caught me by surprise."

Weiss laughed, "Yeah, I figured that when I saw your eyes." she smiled, she hadn't had a chance to actually talk for awhile.

The two finished their meal and walked down the street in order to burn off the calories from the food they just ate. The two were silent for some time, but that could also have to do with some doing magic tricks with a lime. Just then, oh but just then, a flash of light appeared in the sky and something seemed to have fallen from the heavens!

"What do you think that was?" Peter asked, unsure of the flash.

"Who knows," Weiss responded, "it could've been an Atlesian ship that crashed." Both with a look of confidence, and a nod to be sure, took off to see what had fallen in such a blur.

Rushing, rushing over to the crash the two teens stood in awe as they saw a red slay destroyed from the smash. "Is that...a sleigh?" Weiss asked with pure confusion and disbelief.

A man crawled out coughing and wheezing but showed he was alive and well. Peter approached the old man, a fat jolly man in a red coat, "Santa, Santa are you okay? How's your throat?"

The jolly man gave a sore laugh, "Spider-Man, my boy. I can't remember when I saw you last."

"You tried to defeat the Avengers with the Infinity Gauntlet."

The man gave a blank stare, "Oh, I guess I forgot about that."

"But that's not important, please Santa tell me, why are you here?"

"My boy, I'm Santa Clause I am everywhere."

Weiss stood still, completely in shock, "I can't believe this. It's not possible, it's not!"

"Ah Miss Schnee, where has your spirit gone? Perhaps left when you started singing your song." Weiss couldn't speak, she wasn't sure, but whomever this man was she wanted to know more.

"I was delivering presents in Earth-004 when my sleigh got hit and I went crashing ashore." Santa said his beard looking a little red. "I'm afraid I may have to cancel Christmas this year."

But that was it, that was news Peter couldn't stand to hear, "But we can help you, we can spread Christmas cheer!"

"And how to you expect us to do that?" Weiss asked with disgust, "Don't you think this is a matter in which we should discuss?"

"No time Weiss, Santa needs us! Please oh please, can't you just be nice?" Peter pleaded he begged and such and because of that Santa came clutch.

"Of course you can help, I may not look it, but I can still fly the sled and book it."

"So how are we helping if you're flying?" Weiss asked while sighing.

"You kids can deliver the presents, while I sit in the sled and prevent myself from dying." Santa said a gleam in his eye.

"Of course we'll do it," Peter said giving Weiss a light glare, "you're the man Santa, if there is no Christmas...well then we blew it." Giving a sigh Weiss gave in it seemed that even Santa Clause was under Peter's whim.

Fixing up the slay in fashion the trio got in before they began dashing, "On Dasher, Dancer, Prancer and Blitzen! On Comet, Cupid, Donnor and Vixen!" and with a mighty whip the slay took off and the trio's mission began.

Jumping from universe to universe with ridiculous might Peter and Weiss set out to make things right, fore Christmas is not skipping this night!

And with their night coming to a close the two teens were eventually taken home, their thanks given by the man himself who gave the most thanks to the heiress with wealth. "I think you'll find a very special present for your health."

With a wink and a press of his nose the man was off, where to? Nobody knows.

"What did he mean 'present for my health'?"

Peter shrugged and the two walked into their room and suddenly there stood their team looking in a splendor mood. With streamers and presents and a tree, everything looked perfect. "This is just like when I was a kid!" Weiss exclaimed, "Whose plan was this who must be blamed?" and it was Weiss' surprise when all called Peter's name. "You?" she asked in surprised tone, "But why?"

"I thought I would get you the one thing you don't own." Peter smiled and the whole group joined in a group hug, "A perfect holiday that we can all love."

"Awe," Yang said before giving Peter's cheek a smooch, "that's so cuute~"

The group all sat around a tree by the wall before Ruby mentioned something that she felt would bother them all, "Have you guys noticed that this whole time, we have all been totally speaking in rhyme?"

oOoOoOoOoOoOo

"And thus they said, 'Marry Christmas to all, now let's go to bed'." Deadpool said as he closed a book that had a crude drawing as a cover, to whom was speaking to is Neo, his lover. **_Oh Jesus, it's spreading._** "So, what do you think?" Deadpool asked Neo, who gave him a nervous smile before placing her hand on his shoulder. _Sweetie_ she started, _you know I mean the best when I say...That was really, really, REALLY_ _gay._ "...What?" he asked. _Yeah, really gay._ "Oh...okay."

 **A/N: So isn't it ironic that I had writers block for the main story, so I decided "Why not a Christmas special it will be easy." God, I was sooooooooooooooo wrong. This was the absolute hardest thing I've ever had to write, and when I started I told myself I'd finish. A lot is due to laziness and the awesome movie I saw recently called STAR WARS: THE LAST JEDI. Great movie, if you haven't seen it go watch it. Also Disney baught Fox and now the X-Dudes are back home, along with FanFour and Deadpool! So KingFrancis, if you are reading this, as I've said before, you know what to do. Okay, this was for you guys, Merry Christmas, Happy Hanukkah/Chanukah, Kwanzaa, or, if you don't celebrate the holidays, have a nice day.**

 **This Chapter was made only because TheFishKing asked for one.**

 **Edit: Fixed spelling mistakes, put in the wrong sleigh (I wrote slay as in to kill, not sleigh as in sled)**


	28. Back Story

**Exposition Chapter**

Peter, Sun, Team RWBYS, JNPR, CFVY, Glynda and Ozpin were all in a hospital room- locked off from everyone else. Everyone was quiet as Peter laid in the bed, top half of his suit removed, and bandaged up. Peter looked around the room at all his friends, who were clearly divided, not like if they except him or not, but as who knew and who didn't. The only person that seemed weirded out was Weiss, but that was a completely different reason. Silence loomed. Peter reached his hand out to grab a bar of chocolate that Candi had given him when she was bandaging him up. He told her that he'd be fine overall and not waste her semblance on him. He took a bite of the chocolate and the subtle crunching was the only noise in the room, "Well," Peter started, "I guess I could say you guys caught me red handed, but Candi washed all my blood off my hands." everyone was still silent, "So that's the mood huh? Bummer." Peter looked towards Weiss who darted her eyes away immediately, her face growing redder with each second, "What's the matter Weiss, Blake got your tongue?" Ruby and Yang snickered and Peter chuckled.

Weiss stamped her foot in frustration, "Ugh, what's wrong with you?" she asked, her blush even more apparent.

"It's a coping mechanism, truth is I was stressing the hell out," Peter stopped and started laughing at his own expense, "I saw Rhino and about pissed myself!" he said in between laughing breaths.

"No! I meant why wouldn't you tell us about your secret?" Weiss asked wither hands out. Peter only shrugged, "I kissed you! Isn't that weird to you?"

"Oh it's hilarious!" Weiss glared at him, "And weird, yes. But on the plus side, you are one of the only people to thank me for my actions." Weiss sighed as a response before Peter continued, "But to answer your question, I was scared you guys would get hurt. I have bad luck when it comes to people and them knowing my identity."

"Care to explain Mr. Parker?" Ozpin asked nearly startling everyone in the room from his sudden vocalness.

Peter nodded his head, "Yeah, you all deserve an explanation. I've kinda told some of you, but I never truly told you the story." Blake and Pyrrha shuffle in place while Jaune nonchalantly whistles. The others don't buy it and know that they know something that the rest don't. "It's a little complicated though."

 **Then allow me to be of some assistance.** Ruby yelped and fell down from the unknown voice that seemed near her and her friends.

"What- who- who said that?" Glynda asked looking all around the room as the students pulled out their weapons just in case, "Show yourself!" the whole room was suddenly encompassed in blackness and the group was transported, Peter now stood up with his outfit on and regenerated.

 **Welcome to my domain. I am Madame Web, a sort of guide for the Spiders in the multiverse.**

"Multiverse?" Nora asked.

 **Yes child, look.** Web pulled uo the Web of Life and Destiny and the entire group saw the many Spider-Men/Women and...

"Is that a cartoon pig!" Ruby snickered before letting out a full laugh.

Web smiled at Ruby's find. **Yes, the Spectacular Spider-Ham is definitely one of the more...interesting iterations.**

"Woah that's me!" Jaune shouted causing everyone to look in his direction as he stood in place his mouth agape at what he was witnessing.

 **Yes, infinite universes means infinite realities, that is one where Mr. Arc was not accepted into Beacon, but was still able to do good because of his Spider abilities.** The others were fascinated by all the different universes, but Peter was only interested in one.

"How's Ben?" Web moved her hand slightly and a strand was enhanced so everyone could see Ben Reilly the Scarlet Spider of Peter's universe in action.

"Woah, what Spider-Man is that!?" Ruby shouted amazed by what the image showed- Scarlet Spider and a silver haired woman plus a skeleton on fire fighting a giant plant looking monster.

"What the hell is this?" Peter asked.

 **This is Mr. Reilly's predicament at the moment.**

Peter squinted his eye's in disbelief, "The guy is fighting a plant METAL GEAR!" he took another look at the image and added, "WITH JOHNNY BLAZE!"

 **Robbie Reyes, actually.**

"...Who?" Peter asked. Web smiled and brushed off the question.

"Why are you so interested in this Spider-Man Peter?" Pyrrha asked.

"Because he's not a Spider-Man, he's a Scarlet Spider...My clone." Everybody's eyes widened in surprise.

"You have a clone?" Yang asked with a huge smile plastered on her face.

"Yeah, I have tw- Why are you smiling like that?"

"No reason." Yang said keeping a huge grin.

"I thought you said you had brothers?" Blake mentioned, "You know, back during initiation.

"No, I said we were like brothers but there are three of us, and you said 'You mean like triplets?' and I said 'Sure'." Peter turned his attention back to the image to see Ben get smacked across the giant field he was fighting in, "Oh, crap! The plant monster is beating Ben like an abusive step father!"

 **Mr. Parker, I believe there was a reason you were brought here.** Web said as she folded her hands and leaned forward.

"Right, Right." Peter turned to look at his friends all waiting to hear his tale, "So, about two years ago..." as Peter began his story, the strand seemed to project his past making for a nice visual measure to the story.

An image of Peter, scrawny and with glasses appeared before the group as Peter began his story, "I was on a class field trip to a lab that was experimenting with a radiated particle beam. I thought it would be super cool to see something that could be a power source to change our world! Nevermind the fact that it was science that involved radiation that turned a scientist into a scary green monster dude." The image switched to that of the machine itself as it was testing the power. The group 'ooed' and 'awed' at the spectacle, "Yeah, it was pretty cool. Then something happened that I'd never forget. A spider came crawling down its web strand and landed in the middle of the irradiated rays. I lost track of it soon after, but almost as soon as I thought it was gone it appeared on my hand and bit me." the girls saw the image of Peter shaking his hand in pain as the spider fell and curled in a ball showing it was dead. "I was woozy after that, I could barely move and my head began spinning. I left the auditorium and ended up in the alleyway and then...I passed out." Suddenly the strand went black before re-lighting again. A new image was shown, one of Peter clinging to the side of a building after narrowly avoiding a car. Peter continued, "I woke up standing in the middle of the road, and the only reason I woke up was because I felt my head give a jolt and by instinct I reacted. By doing so I jumped up an easy eight stories and stuck to the wall like a spider."

The image changes again to show Peter trying his new abilities in his room, lifting his oak dresser and bed with frame with absolute ease. "After that event, I wanted to investigate my new powers by seeing what had changed, most notably I had gained muscles where practically nothing sat before."

"Oh, I know!" Yang said before giving a purr and clicking her tongue.

"Ms. Xiao Long, please behave." Glynda said with dissapointment.

Peter coughed before continuing, "Anyways, I needed some extra cash to impress this girl I liked, so I entered in a professional wrestling match in a crude costume made of some old sweaters. My opponent was Crusher Hogan, the champ at the time." the image changed to show Peter wearing a red balaclava wearing blue sweats and a red sweatshirt suplexing a large man in a purple luchadore mask. Oh, and it was a cage match, as the past Peter would constantly complain about. _"Alright you freak, you-you SPIDER-MAN!_ Crusher yelled out as he tried to grapple Peter before getting kicked in the jaw. "Funny enough, that's how I got my name." Peter said laughing to himself. Peter's smile soon turned into a frown, "I won the fight." he said lowly and the teens cheered, "but I got screwed out of my three grand." 'BOO!' the teens yelled, "Apparently it was three grand for three minutes, but I got about a tenth of that because I pinned the guy in two." the image now showed a man running with a bag of money and Peter just stepping out of the way letting him leave.

Weiss frowned, "What did you do that for?" she asked in disgust.

"I was different then." A cop approached Peter, _"What the hell is the matter with you? You let him go!"_ Peter frowned, _"Oh, so that crook could get back his money that he 'earned' Thanks, but no thanks. From now on I'm looking out for numero uno!"_ the image changed again to Peter and his Uncle having an argument of some kind.

"What's that all about?" Sun asked.

"My Uncle, Ben, found out I had beat up my high school bully, and gave me a speech on how I won't like the man I grow up to be. I barely had anything to say, actually I think I just took his words and spit it in his face. Before I left in anger, he told me 'With great power comes great responsibility.' I didn't know what it meant, and it wouldn't be until it was too late that I learned." Peter was walking around lower Queens at night, not super safe, but with fear of people like the Punisher being out and about the gang members and dealers weren't exactly out often. It was the small fish people had to worry about. A gunshot was heard near a small convenience store, Peter knew the store, he went there all the time. He didn't want to go over there, but something was urging him to, almost as if it was a moment of universal significance. **_Or just a general no brainer when it comes to retelling a Spider-Man story._** Hey! Piss off!

Getting closer to the store, Peter could see the owner Mr. Lorez, a nice man in his mid fifties who had been working at the store his whole life, it was his after all. Mr. Lorez saw Peter and didn't say anything he just wiped at few tears from his eyes, _"Mr. Lorez, what's going on what's-"_ then he saw, he saw the person who had been shot. None other than Ben Parker, Peter's uncle. Apparently he came to the store to look for Peter, but then Lorez was being held at gunpoint. According to Lorez's story, Ben tried to calm the man down, before being shot four times in the chest. He died, almost instantly. _"I'm sorry Peter._ was all Mr. Lorez could say. Peter fell to his knees, he didn't cry he didn't speak, he didn't do anything. He just stared in shock emotions racing through his mind, anger, sadness, regret, _"Revenge."_ Peter said lowly to himself. He returned to his house, the cops were already there, more than likely informing his aunt, so he snuck in through the window and quickly put on his wrestling costume.

He knew he wouldn't beat the cops there, but if he followed them- _"All units, all units, suspect heading south bound on road 100, approaching the warehouse._ Peter had heard a cops walkie talkie from up stairs, _'useful'_ he thought. He knew where that warehouse was, he had been there before to help with book club. _"I can run there, avoiding the roads, beat the cops to the guy. Then-"_ he jumped out his window and began running faster and faster, faster than he had ever thought, _"then I'm gonna beat him!"_

He got to the warehouse slightly after the cops and they were more than likely still on the first few floors, but Peter saw the man at the top, he saw him fire his gun to get the cops to leave. Peter was going to stop him. Jumping onto the building, he scaled it until he reached the roof, and like in action movies he watched, he jumped through the skylight and onto the killer. The man reached for his gun, but Peter kicked it away, _"Do you know what you've done!_ Peter shouted at him, _"You destroyed a family today! What do you have to say to yourself huh? Well? Say something!"_ Peter shook the man until he had him pinned to the wall Peter having lifted him a foot off the ground. The light of the moon came through the skylight to reveal the man Peter had let go earlier. All the teens and the professors were in shock, Ruby even shed a tear. _"It's you..."_ Peter dropped the man and he clinged to the wall in fear while Peter slowly backed away. The man he saw was none other than the one he let get away with the money at the wrestling match earlier that day. The cops burst into the room and Peter left in a hurry letting the man get arrested this time.

Peter returned to his room and removed the balaclava to reveal a distraught and torn Peter Parker, a boy who lost his father figure. And as the thought of it being his fault sunk in he collapsed by his drawer and he cried. "A few weeks went by." Peter finally said after his large moment of silence, "The man that was arrested had gotten off. They said there wasn't enough evidence to sentence him to jail. Even with the best criminal justice lawyer from Hell's Kitchen, Matt Murdock, the man still walked." Blake grit her teeth and clenched her fists in anger at that, "In the paper the next day, the man was found dead in an alleyway, rumor was that he died from the Punisher, although nobody could prove it. I thought I'd be relieved that the man that killed my uncle got what was coming to him, but-"

"You still felt empty." Ozpin mentioned, with Peter giving him a nod.

"After that, I promised I would live my life by my uncle's credo, 'With great power, comes great responsibility'. From then on, I became a hero, one that used his power for good and not personal gain. And with every hero came a name and that name was-"

"SPIDER-MAN!" Nora shouted.

Peter chuckled, "Yes, Your Friendly Neighborhood Spider-Man."

"Kinda long name don't you think?" Yang teased.

"Hey, two things you don't do: Dis the threads, and make fun of the name- it stuck. Anyways, from then on I started off small, taking on lower level threats like street thugs and corrupt police. It wasn't for a couple of months when I faced my first super villain- The Vulture." the image showed Peter in a Spider-Man suit, now looking like a red hoodie but with the inclusion of goggles, "I made my first model of web shooters and for awhile they were sufficient, but things like this tended to happen," the image cut to the middle of the fight, Spidey was about to shoot a web line at Vulture, but his shooters clicked empty and he fell to the ground below. The teens laughed and snickered, "Oh, sure, laugh it up! I still kicked his butt though!" the image changes to Vulture standing over Spider-Man taunting, before Peter made a joke about his Cue Ball look and then sent an uppercut at him knocking him out. A montage of Peter as Spider-Man is shown going through many suits that he had, "At one point I tried to join the Fantastic Four, and even though they rejected me Johnny Storm and I still hang out every now and then. So much so that he convinced Reed to give me a new suit made from the same materials as theirs! But that wasn't until later."

An image of Spider-Man at the X Manor defeating the X-Men, single handedly shows, "Don't be fooled, I may have beaten them at that point, but I'm sure it was on accident, although I wilk forever have the satisfaction of this line." Peter pointed to the image which showed a beat up and webbed up Wolverine, _"He made us look like a bunch of damn fools!"_ it then showed Spider-Man on the ceiling, _"You guys are so rude to house guests, I was just here to talk to the professor."_

Later it showed him meeting X-23 or Laura, and, unfortuately, Deadpool, "Uh, and this is how I met this idiot, don't worry if I remember he explains everything like a Bond villain." _"They won't get that reference!"_ the Deadpool of the strand yells out and the teens jump in surprise, "Don't worry he's dumb, it's just a coincidence." _"No it's not!"_ the image fast forwards to Peter and Laura talking together, some time must have passed because Peter now has a new suit. He and Laura embrace in a hug and the scene ends.

"What were you two talking about?" Blake asked.

"I was grieving over the death of my then girlfriend, Gwen Stacy." Peter responded.

"That's awful!" the teams yell out and the professors nod in agreement.

Some scenes flash by of Spider Slayers and some of Spidey's team ups, but none as often as him with Deadpool. Peter explains to the girls that after Deadpool met Spider-Man, he found himself somehow running into him, eventually he took an interest in him and began asking him questions on what it meant to him to be a hero. He said he'd turn a new leaf, but that is yet to be proven.

 ** _Okay, so article 15b of the new contract states, "One may NOT blow the Mattahorn at Disneyland theme parks, and that 'no sexual innuendos may be referenced or used at any time.'" Jesus, what is this Marvel Comics new "Create your own comic!" That's real look it up._** What are you doing? **_Reviewing my new script with Disney, why?_** Why now? Why not later? **_Well after coming back from KingFrancis's fic we thought it best that I-_** You crossed fics without telling me? **_Yeah._** Are you the person that makes my fic and his fic connected? Extended Alternate Universe if you will. **_I guess that depends on him._** Wait, does that mean he's like Amazing and I'm Spectacular? **_No, it's more like, he's Spider-Man:The Animated Series and you're Spider-Man: Unlimited._** Ouch.

The events of Civil War were then shown, and Peter's allegiance to Tony and his later argument with Laura when he joined Cap. "That was the fight you were talking about, wasn't it?" Yang asked and Peter simply nodded.

"We didn't really talk after that." later it showed Peter taking a bullet for Captain America and the Punisher cradling him in his arms in guilt. Deadpool saw what happened and lashed out at others in the area, whether he actually said it or not, Deadpool was extremely protective of Spidey. With the Civil War ended Peter had to deal with a new problem, and it wasn't just the fact that he was branded a criminal, no his new threat was like looking in a mirror as shown by him facing off against his clone the Scarlet Spider, later known as Ben Reilly and Kaine, his other clone.

"Who, are they?" Ruby asked.

"They're me, or rather they were created from me." Peter responded and Jaune's eye's widened.

"Those are your clones you talked about!" Jaune shouted in realization.

"Wait," Weiss started, "If they are your clones and they were only samples taken from you a few months before this, how are they your age and the other looking older." she said referring to Kaine on the last part.

"Accelerated aging." Peter said finitely, but it only seemed to give her more questions than answers. "I was able to show Ben that he was a clone...or rather he found out for certain when he was stabbed by my enemy. The Green Goblin revealed to him that he was meant to destroy me and then he and Kaine would destroy each other. But I guess the apple doesn't fall far from the tree.

"Goblin would have won that day if Ben didn't turn on his glider and send it at him. Now he's gone, and I'm not sure how I feel about it. Now Ben is off doing..." Peter turned to Madame Web, "What is he doing anyway?" **What must be done.** she responded.

The scene showed a massive creature called Galactus and how he tried to devour the planet, much to the Remnantites horror. The Earthlings, thanks to the help of Earthlings from a different Universe(s) they stopped Galactus and saved the day. "Yeah, thanks to Deadpool, Laura, some guys who I'm pretty sure I've played in a video game before and I (along with the other heroes coming together and the whole "Civil War" thing stopping) we stopped the planet eater and got our respective universes put back on track. Fast forward a couple of months, I go and stop the Sinister Six who Deadpool took a job with, a flash of light occured and that's how I got here."

The others sat in deep contemplation about what they had been told. "Such a difficult life." Glynda stated.

"Yeah," Peter agreed nodding, "but I think Ben has it worse. He thought he was the real deal since he was created, then he finds out that not only was he a clone, a fake, but that he was also originally programmed to kill me. That can't be good on someone, psychologically, you know?" aside from the depressing aspect of his life all of the others were fascinated in his world, and one by one, they would all get their answers.

oOoOoOoOoOoOo

It's been about a week since Peter's life story and recovery. His recovery itself only took a few days, so over the last few days he answered everyone's major questions. The only person still asking questions is Ruby, "So, he's a rapper, but also a doctor?" she asked.

Peter chuckled still trying to explain Dr. Dre to Ruby, who had been talking to him about music, "No, his stage name is Dr. Dre. But he's just a rapper/DJ."

"But I thought you said he gave out pills?"

Again Peter chuckled, "No, I said he has a brand called Beats that sells like headphones and stereos and one of those is called a Beats Pill. Which I thought was funny because of his name." Ruby nodded her head in understanding.

"So, any cool heroes that you hang out with?" she asked with stars in her eyes, "Like, that have cool powers or use cool weapons!"

"Hmmm," Peter thought, "Well, there's Ben- The Scarlet Spider, my clone, Johnny Storm- The Human Torch...uhhh, I teamed up with Daredevil once or twice, I was hunted by the Punisher." Ruby frowned.

"Don't people like you?" she asked with concern.

Peter rubbed his neck hoping to avoid the question. Thanks to the sudden interruption by Yang he was able to escape. "Hey guys, what are you talk-" Peter grabbed Yang by her wrist and began walking away fastly.

"Come on Yang, let's go on a date!"

"OKAY!"

oOoOoOoOoOoOoOo

Yang and Peter were off on the far side of the school wanting to stay on campus, "So this isn't a date?" Yang asked a hint of dissapointment in her voice.

"No, I was just tired of answering Ruby's questions is all." Peter lied, truth was he only wanted to avoid THAT question. Not that it was hard to talk about it was just embarrassing.

"Too bad, we would totally have fun." Yang said before reclining on the bench to stretch out.

"Maybe next time." Peter said lowly under his breath.

"Are you two just going to sit there all day, or are you going to come upstairs for movies?" Weiss' sudden voice nearly made Peter fall off the bench in surprise, "Come on dolts, let's go." she gave a smile assuring Peter that it was all for fun.

oOoOoOoOoOoOo

 **Deadpool**

At a hideout Deadpool is currently becoming accustomed to his new 'partners' "Okay greenie let's set some ground rules. 1) I am master and commander and I deserve to be treated just like Russel Crowe would. 2) If you slip some nip in that tube top of yours, I don't get blamed and-"

Emerald, the green haired one who Deadpool was talking to, slapped the Merc, "Shut up you stupid- HEY!" Deadpool swiped her weapons and began investigating them.

"Not bad not bad. Good design, transforms smoothly." Deadpool switched into the gun form and would aim it down range.

"You some sort of weapons expert?" Mercury, the silver haired one, with silver jacket and metal legs, asked.

"Kid, I'm the Merc with the Mouth, I make weapons experts look like amateurs." Deadpool gloated, before he accidentally tr transformed the weapon and cut off his thumb, "YEOWW!"

"Yeah, nice expertise, moron." Emerald taunted before grabbing her weapons. "Why are we stuck with him again?"

"Cinder said it was best he 'Kept us in line' load of crap if you ask me."

"You are exactly right Sasuke, I hate babysitting." Deadpool agreed before retattaching his thumb. "There are some things I just hate doing, and it's only because I'm not good at it."

"I don't know why Cinder placed us with you. We aren't aloud to do anything. Not even put that Roman in his place." Emerald said lowly and Deadpool smirked.

"You know," Deadpool started, "I know of a job Roman hasn't done yet, you could...go over his head." Deadpool handed Emerald a paper with an address on it. Emerald looked at the paper and handed it to Mercury. After a few moments of looking it over the two looked at each other and gave a devious grin. The two left Deadpool to himself so he could think. Really they just left because they thought he was incredibly annoying. **_Should we have really given that to them? I mean, didn't Roman trust us to do it?_** "Hey man, I can't help it if those kids are sneaking through my stuff and taking it." **_God you are evil._**

Deadpool sat in his chair and began going over some paper work. **_What's that?_** "Well the front page is a love letter to KingFrancisX for letting me make my cameo. It's also my petition to get into his next story. The rest is the contract." **_What contract? We work for Roman._** "Disney." **_Oh, right._**

 ** _...Well, I guess next time is the start of Volume two. Anything worth of note?_** "Uhhh...Ben Reilly at Yokai Acadamy?" **_That's out?_** "He should be releasing it simultaneous with this one." **_Oh...Well see you everybody._**

 **A/N: Not much to say about this, I've been held up with the holidays and bad weather and work and games. So, sorry it's short. But I hope I cleared some things up about how things went down in this Peter Parker's universe. Questions? Just PM me, I'll respond. What did you think? Leave a review. Are you new? Did you read all the way through? Leave a Follow and Favorite. Alright that's all I got, and go check out my new story that I started up that runs at the same time as this one- Fast Times at Yokai High. It's a Ben Reilly x Rosario Vampire fic.**


	29. During the Break

**During The Break**

Roman strutted into Deadpool's living quarters and kicked him awake, "Get up Wade, we have work to do." Deadpool groaned and stretched as he slowly pulled his mask back over his head.

"What are we doing?" Deadpool asked as he yawned, "Is it more Dust robberies? Because I'm kinda getting tired of those being my chapters. They almost always end with me not getting the Dust. Plus can't we take a break? We screwed the pooch at the docks, let's just get our bearings and stuff."

"We are moving forward with the mistresses plan." Roman said as he took a puff of his cigar, "I don't like it, but the positive part is that we get to actually do something right now." Roman walked to the edge of Deadpool's bed and grabbed his katana's and his Deagles, "Now get up, wash your face and grab a snack, 'cause we got ourselves a long ride."

Deadpool grabbed his weapons and attached them to his belt. "Okay, let's do this. Where are we going?" Roman smiled as he led Deadpool to a Bullhead that was already set to take off with a pilot inside and a group of White Fang members armed to the teeth, "We doing a bank heist or something?" Deadpool asked. **_GTA Heists style?_**

"We're going spelunking." was Roman's reply as he led Deadpool onto the Bullhead and they made flight, "Mountain Glenn here we come."

 ** _Wait...already? Seems kinda soon._** "No doubt, let's just see where he leads us." Deadpool told himself as he strapped into a seat on the ship.

oOoOoOoOoOoOoOoOo

"So, is this it?" Roman asked one of the White Fang members. Roman, Deadpool and the subordinates were currently in the ruins of an area called Mountain Glenn, one of the first expansions to the Kingdom of Vale. Right now they were at a cliffside, that was technically just outside of the settlement, where a steel door with a metal grate was hidden behind a few bushes and placed into the side of the cliff, "Who would have thought that the emergency exit was on the side of a cliff?" Roman smiled before he stomped out his cigar and motioned for the White Fang members to open up the door, "Alright, on with it then."

"Why was it placed on a cliff boss?" one of the White Fang goons asked.

Roman chuckled and spit something onto the ground, "To hide it from above."

"And it leads to the subway?" the goon asked.

"Yup. Now hurry up and get that door open!" Roman sighed and turned to Deadpool who was just throwing rocks in the distance, "Pool, what the hell are you doing?"

"Trying to throw my rocks farther than the last rock I threw. You want in on this while we wait?" Roman shrugged his shoulders, picked up a rock and tossed it as far as he could. _This isn't fair, the guy has super human strength._ Roman thought.

oOoOoOoOoOoOoOoOoOo

Jaune hunched over from exhaustion and was breathing heavily. After Peter woke up and was healed from his injuries almost three days after the battle at the docks and after a few more days of answering everyone's questions, Team JNPR and Team RWBYS were asked by Ozpin if they could take care of some Grimm activity in the Emerald Forest. Jaune, being the _fantastic_ leader that he is decided to go out and clear out the grimm ahead of time. Unfortunately the King Taijitu they were assigned to kill was deeper into the forest and the grimm they had been taking care of has been cannon fodder compared to the main target. Which brings us back to Jaune, kneeling and out of breath, " _Huu..._ I...I need...a break..." Jaune was so out of breath he felt as if he was gonna puke.

"Don't worry Jaune," Pyrrha said as she checked their surroundings, "We should almost be there. Right Ren?"

"We should be." Ren said while nodding, "Nora, get Jaune ready!" Nora gave Ren a salute and rushed over to Jaune to help him up.

"C'mon Jaune you can do it!" Nora said happily as she patted Jaune's shoulder, "We've barely even had to fight yet!" _We've gone through three Ursa and a whole pack of Beowolves!_ Jaune thought.

"That...That sounds ominously like foreshadowing." Jaune breathed out, "Besides, that's a matter of perspective."

Pyrrha nodded her head when she couldn't detect any grimm in sight, "Okay, let's regroup. Remember, we're here to to exterminate a serpent type grimm- King Taijitu. Usually serpent types are solitary, but for some reason these have been working in a group." Pyrrha turned her head towards Ren, "Ren, didn't you defeat a serpent type all by yourself during the initiation?"

Ren smiled nervously and shrugged his shoulders, "I got lucky I guess."

Nora jumped on her best friends back and began rubbing his shoulders, "They say you gotta have talent to be lucky! Face it Ren, you're the man!"

"I have an idea!" Jaune yelled out with his hand up as he was still trying to catch his breath, "How about all of us here on Team JNPR wait for Team RWBYS to get here?"

Pyrrha crossed her arms and smirked at her leader, "So wait, who was so determined to gain experience during vacation by clearing this mission on our own with barely anything but luck so they could prove how brave they are to Weiss? Without Peter mind you."

Jaune sighed, "I was..."

Pyrrha chuckled and offered her hand to help Jaune up onto his feet, "Then we are going. Don't worry Jaune, we're Team JNPR. We can do this."

oOoOoOoOoOoOoOoOoOo

 **Beacon Academy**

Team RWBYS dorm was quiet this morning after some late studying, though for Peter all he did was skim through his notes. "Wake up!" Weiss yelled out as she kicked Peter awake, "C'mon Peter, you fell asleep before all of us! You cannot be this tired!"

"Ugggghhh..." Peter groaned, "Elsa give me a break, we have like, another hour until we head out." Peter rolled over and was met by a foot be rested on his hip.

"You better wake yourself up, WE are already awake, and WE, as a team, were called to Ozpin's office." Weiss said finitely, "Now get up, we are waiting for you. And try not to get too excited when you see us." she said with a smile as she walked away from Peter and stood by the door.

Peter rubbed his eyes and sat up, "Get excited? What the hell are you-" Peter looked at the girls who were all wearing slightly different clothes. Ruby's was closest to her normal style, with the only differences being that her belt was off to the side and that she was wearing red combat gloves. Weiss was wearing a white dress with Black laced trimming at her skirt, arms and by her neck. Weiss was also sporting blue leggings and white heeled boots, she also wore a blue dress belt with a satchel on the back of it, and finally she had white dress gloves. Blake's outfit made Peter blush. It was more revealing than he expected, it was more like something Yang would wear. She wore a black short sleeved shoulder jacket that was connected to her belt by suspenders. She wore a white buttoned shirt underneath that that exposed her midriff and exposed Yang levels of cleavage. She had on black bootie shorts with black leggings underneath those along with black heeled boots. On her arms she wore combat gloves that started normal, but then turned to a cross hatched elbow length gloves. "Uhhh..." was all Peter could get out of his mouth as his mind processed all this information, _What the hell is going on? Why is Blake wearing revealing clothes? Why is Ruby the only one to not think to wear something else? Where's Yang?_

"Alright, new outfit and ready to rock!" Yang yelled out after she walked out of the bathroom. Peter looked at her quickly and turned his head to not look at her. She wore an orange scarf around her neck and a one piece orange camouflage jumpsuit that ends one quarter down her thighs. The jumpsuit was obviously small, because she couldn't zip it up passed her underboob. On top of that, her yellow crop top was replaced with a yellow tube top bra with her logo in the normal place. She had mid calf high brown boots and knee high orange socks, and on her left thigh was a combat satchel where she kept her spare ammo.

"Do you see what I was talking about now?" Weiss asked.

Peter rubbed the back of his neck and avoided looking at the girls, _Why do I feel so awkward around these girls?_ Peter stood up and pressed the middle of his chest and changed his suit to his Future Foundation outfit, _Well duh, they're confident teenage girls and I'm a socially awkward teenage boy._ "Yeah, I see what you're talking about." Yang rushed to Peter's side and gave him a hug. A kind gesture sure, but Peter was having a hard time focusing when Yang was clearly trying to mess with him by hugging him in a way that his arm was in between her breasts. Peter turned his head and coughed into his hand, "Stop that." he said, his voice cracking.

Yang let go, mostly do to Blake, and pouted, "Man, you're not fun."

Blake just sighed at her partners anticts, "C'mon, let's go see Goodwitch. And Peter," Peter looked at her and gave her a head flick, "change into some civilian clothes. We're still in school weirdo." Blake chuckled as she and the rest of the girls left, while Peter quickly changed into more civilian clothes.

oOoOoOoOoOoOoOoOo

"They left?!" Ruby yelled out after receiving the news that Team JNPR had taken off early on the 'Special Mission'.

Glynda sighed, "Yes. They planned on exterminating the group of grimm on their own."

Ruby growled silently, "Jaune's being...strangely proactive."

"Perhaps," Glynda continued, "he's trying to clear the mission and gain experience before you do, so that he can demonstrate how brave he is to Ms. Weiss or Pyrrha Nikos?"

"That's ridiculous," Yang blurted out, "Jaune couldn't be doing this for Pyrrha. He is even more oblivious than Peter when it comes to knowing if a girl likes him or not." she chuckled.

Peter nodded his head then frowned, "Wait...what?"

"Who told him it was a good idea to go and do a mission this dangerous alone anyway?" Blake asked as Peter whistled the Batman Animated Series theme song.

"Ugh, my head hurts." Weiss said as she rubbed her head in irritation. "You know, we could have left earlier, but Ruby and Peter decided to oversleep! Don't forget that you're the leader of the team Ruby, and Peter," Weiss looked at Peter who gave her a thumbs up, "next time don't ogle everybody when you're getting ready. Maybe you'd move faster!" Peter's face got red by the accusation and he hid it by changing into his costume.

"I wasn't ogling." he said under his breath.

Weiss turned her attention back to Ruby and placed her hands on her hips, "And what is YOUR excuse Ruby?"

Ruby chuckled nervously as she tapped her index fingers together, "Uhh, I was tired because you got all excited to brush up on history until late last night." she said unsure of herself.

"Tch, that's because you couldn't remember the names of any historical figures no matter how many times we went over it!" Weiss shouted.

"STEVE ROGERS!" Peter yelled out getting a chuckle from Yang and Blake.

"Not your history!" Weiss turned back to Ruby, "You however, can remember the name of every weapon down to it's part! Is that all you think is important? Weapons?"

Yang groaned in annoyance at her sister and her teammates antics, "Ugh. Here they go again!"

"Don't they ever get tired of doing this?" Blake asked.

Glynda stood and watched the students argue amongst themselves for a little longer. She sighed and pinched the bridge of her nose before she interrupted them, "So, are you going? Or are you going to let them handle this on their own?"

Ruby smiled as she looked at the rest of her team, all of which who smiled and gave a nod- except for Peter, he gave a thumbs up. With the team coming to an agreement the five teenagers set out for the Emerald Forest, "Launch Pads here we come!" Peter yelled out as they left the office.

The five of them piled in the elevator and Weiss had a thought, "Wait...we're not going to the launch pads." Peter cocked a lense in confusion and Weiss continued, "That would be in the wrong direction. We're gonna have to get there on foot." all five of the teens groaned and slumped their shoulders in dissapointment. _Dang it._ Peter thought, _What I wouldn't give for the Dead Buggy right now._

oOoOoOoOoOoOoOoOo

 **Deadpool**

Back with Deadpool and Roman, the White Fang members finally were able to tear the steel door off of the cliffside, "Hey boss, we got it!"

Roman tossed another rock out in the distance and felt his shoulder pop _Geez, why did I challenge Pool to a distance competition? He's much stronger than me._ Roman rubbed his shoulder and lit another cigar as he walked over to the opening _Well, that's 300 Lien well spent._ "Well done boys," Roman said with a sarcastic tone, "You've really pulled through for us." Roman patted the Faunus on his shoulder and walked to the door, "Looks like it goes all the way through, good good. Hopefully this leads to the main tunnels." after he said that there was a slight rustling down the stairs, but Roman couldn't see anything, "Did something move?" he asked himself, "Deadpool! Get over here!"

Deadpool walked by Roman and shone a light down the stairway. Nothing could be seen still, it was incredibly dark, "I don't know Roman," Deadpool said as he moved the flashlight back and forth searching for something, "maybe you're just imagining things." Suddenly Deadpool thought he saw something move, **_What the hell was that?_** "Hold up...did you see-" several tentacles came into view and tried to grab Deadpool and Roman, "THAT!!" Deadpool stumbled back and tripped over a step trying to avoid the creature. He and Roman both brought out their guns and fired at it, though it didn't seem like it was doing much.

"Is that a grimm?" Roman asked. He fired one more time and the creature jumped out of hiding and flew above their heads, it was a giant grimm with multiple tentacles and a mask that looked like a cow skull, but with no jaw and six eye slots.

 ** _What the hell is that!?_** "It looks like a grimmed out version of Shuma Gorath!" the creature flew off and didn't bother the criminal and his lackeys. "Well that was close," Deadpool chuckled, "if that thing got ahold of us, our situation would have turned into an X-Rated anime!" **_God gross._**

"Well," Roman said as he stretched out his arms, "looks like we're in the clear boys!" he pointed at a few members of the White Fang, "Start working!" the members saluted and ran down the tunnel to begin to get ready for their next 'Big Plan'.

The Faunus' that stayed behind just rubbed their heads in confusion, "What was that boss?" one of them asked.

"Well," Roman started, "I have never seen one personally, but I have read about them. And let me tell you, that grimm, is not one you want roaming around at all."

"Screw it, not our problem now." Deadpool said as he began walking back to the Bullhead. **_I feel like we know when this takes place...but for some reason we're just having a hard time remembering._** "Yeah, I know what you mean. It feels foreign, yet familiar." **_Like getting an enema._** What? How is that- You know what, nevermind. Don't explain it. Please.

oOoOoOoOoOoOoOoOo

 **JNPR**

Well, Team JNPR found the King Taijitu. There was just one problem, "AAAGGGHHHH!!" Jaune screamed as one of the giant snake heads tried to eat him, "NOBODY SAID THERE WOULD BE SO MANY!!!" he screamed referring to the vast amount of King Taijitu in the area. The fact that they were large creatures as it is was bad enough for the poor leader, but the fact that there are so many was sending him a bit on the edge.

Ren jumped from snake to snake firing at the bodies of the grimm, "King Taijitu are two headed serpent grimm with faces on either side of their body. There should be four of them, but my head count says eight!" Ren explained as he narrowly dodged a bite from one of the grimm.

"It's a twofer!!" Nora shouted out with glee as she jumped from snake to snake.

"I didn't even want one!" Jaune cried.

"Don't worry guys!" Pyrrha shouted, "Just keep moving and don't let them surround you, otherwise your done for!"

"Oh COME ON!!" Jaune cried out.

Pyrrha jumped from snake to snake trying to cut it, but nothing was working, "Their skin's too slippery, my blade can't cut through it!" she shouted out, "Switching Tactics!" Pyrrha quickly switch Miló into it's gun form and began shooting at the grimm's hide.

Nora smiled as she came down onto the head of one of the grimm, "If you can't cut 'em..." she lifted up her hammer and slammed it down on the center of the snake's head, "SMASH 'EM!!" another one of the heads tried to retaliate, but Nora was more than prepared, "Annnd one for you!" she said as she swung her hammer into the face of the grimm and then used the grenade launcher to add more damage.

Ren avoided bite from one of the heads by backflipping away onto the body of another one, "You can't cut through their scales!" Ren shouted out, "they're too tough, so you have to focus on the eyes, mouths, or heads." Ren avoided another attack and shot the eye of one of the creatures, "And don't let the fangs get you!" he added.

"Why's that Ren?" Nora asked, "Are they poisoness?"

Ren sighed at his childhood friend, "Nora, with how large their fangs are, I'm pretty sure them being poisoness is the least of our worries."

Jaune ran passed Ren and Nora trying his best to avoid the grimm, "Don't let the fangs get you! Great advice, I had no idea!"

"Don't be a smartass Jaune," Pyrrha yelled out, "I think Peter's personality is rubbing off on you too much!"

"I'm sorry!" Jaune said as he blocked a bite from the serpent, "I'm just freaking out right now!" Jaune eventually escaped the multiple serpent heads and reached the top of a cliff. _Damn, that's a lot of heads._ Jaune turned his head to the right and squinted as he thought he saw something hiding out on a tree, "What is that?" Jaune asked to himself. Thanks to him not paying attention he looked up right as he was about to become grimm food, "Oh crap..." but then the monster stopped, and instead reeled back in pain along with the other heads. Something began attaching itself to the grimm.

"What?!" Pyrrha asked confused.

"What's happening?" Nora asked.

"They're all...merging. Merging into one grimm." Jaune said as the four members looked on in horror. The grimm started growing large grotesque veins on the side of their bodies, they became darker, and their bone like armor became stronger. "We soooo should've waited for RWBYS." Jaune said as he swallowed a huge lump in his throat. The new monster was quick to start attacking JNPR, but it seemed to have forgotten about Jaune on the cliff, _I suppose it's dealing with the more dangerous threat._ Jaune thought _Just, what the hell did that little grimm do? They all fused together and they're all really fast_ _...If this makes it to Vale_... Jaune was sprinting to regroup with his team, who seemed to be handling themselves well, until the beast almost got the best of Pyrrha, "Pyrrha, NO!" Jaune shouted as one of the heads nearly ate his partner, but a sticky strand had connected to her hip and pulled her to safety. Jaune breathed out a sigh of relief, "Finally. Backup."

Team RWBYS had just arrived at the scene, better late than never. Peter in his Future Foundation outfit held Pyrrha in his arms as he landed safely on the ground, "Didn't your parents ever tell you not to play with giant snake monsters?"

Pyrrha smiled at the vigilante, "It's good to see you too, Spider-Man." Spidey nodded as he placed her on her feet next to the other teens.

"Sorry for the wait Team JNPR, but Team RWBYS is here..." Ruby looked up and saw the extent of the monster for the first time, "to save...the...What is that! EWWW!!" she shouted out with a face of horror and disgust.

"Ew is right," Spidey mentioned, "I mean, if Wade was here, I feel like he would make a dirty joke about this thing. I mean, it's a multi headed snake monster, fighting a bunch of magical girls...there's an anime joke somewhere in there I just know it!"

"Will you please focus!" Weiss shouted out as she adjusted her stance while loading her sword with Dust.

" _Will you just focus!_ " Spidey mocked making his hand be Weiss. He got into his new fighting stance and immediately did what Blake taught him, look for an opening. _Okay, eight heads, all huge. It's a regular hydra monster huh?_ The heads immediately began to attack the teens gnashing their teeth at them, one almost got Jaune in it's teeth, but Spidey was quick to pull him away, "Beautiful day isn't it?" Spidey asked.

"Oh sure! Real great, especially if you like getting eaten!" Jaune shouted before rolling away from one of the heads coming down on him. Spidey jumped backwards and when the head hit the ground he quickly web zipped an began hitting it's face. The serpent screeched in pain and reeled that head away from the vigilante, "Not bad Spidey!"

Spidey rubbed his knuckles to sooth some pain, "These things are tougher than I thought." as he said that Yang jumped to attack one of the other heads, "Yang be careful!"

"Huh?" Yang punched the serpent head and immediately felt regret as a sharp pain went through her fist _Damn!_ she thought, "I can't break through it's skin!" she kept punching the serpent in the face hoping to make a dent of some kind. The grimm jerked it's head and smacked Yang back towards Spidey. "Ow."

Spidey slumped his shoulders as she clearly didn't learn her lesson after the first punch. He helped Yang back on her feet and lightly punched her shoulder, "Do you know the definition of insanity?" he asked with a chuckle.

"Shut up." Yang cocked Ember Celica and begin firing shell after shell at the head she attacked before. This time when it retaliated she jumped out of the way, "Oh Spidey~" she sang.

Spider-Man webbed the mouth of the head and began swinging round and round it's snout until he felt he had a tight muzzle around grimm's head, or so he thought. Slowly bit surely ths serpent head began snapping out of his binding, "No no no no!" Spidey kept applying webbing onto the snout, but had to stop when his Spider-Sense warned him of another head that was about to attack him. He quickly retreated back towards Yang hoping to come up with a new plan.

"What was that about insanity?" Yang asked with a cocky grin.

Spidey rolled his shoulders and cracked his neck before getting back into his stance, "Shut up."

Over by another group of heads was Weiss and Pyrrha. Weiss had moved by Pyrrha hoping to gain covering fire as she sliced the serpents heads off. Unfortunately for her this grimm was being difficult, "How can something this big move this fast?!" Weiss yelled out in frustration after missing hitting the head of one of the snakes for a fifth time.

Pyrrha on the other hand was offering covering fire, unfortunately for her the serpent was avoiding bullets too. Every shot that Pyrrha made against the head of the grimm at least ten would hit its hide, and that wasn't good for supplies. "I can't get a clean shot." Pyrrha took a deep breath and shot again, again she hit the grimm in the side, "Damn!"

"Heave Ho!" Nora came crashing down onto the head of the serpent that Weiss and Pyrrha were working on, "Haha, you guys see that!?"

"Well done Nora!" Pyrrha called out.

"Hmph! I could have done it." Weiss said bitterly.

Nora kept laughing and looked back down at the head and saw the grimm look back at her, "Uh-" the grimm jerked its head up and sent Nora flying into the air, "OOOOOOHHHHHHH!!!" her leg was then wrapped by a ribbon and pulled down thanks to Blake. "Thank you~" she sang. Blake couldn't help but smirk at the quirky girl, but soon regained a serious face. She looked to her side to see Spidey swinging around using the heads as leverage shooting out Tazer-Webs against the side of their faces with little to no effect. He eventually made his way towards Blake.

"Web Grenade!" he shouted as three marble sized Web Balls hit the side of one of the heads, shot more webbing out in an explosion, stuck to another head and made them slam into each other. The monster shrieked in pain at the attack, "Well, that worked better than I thought." he said under his breath.

"Isn't it bad to be testing out prototypes in the field?" Blake asked, Spidey just shrugged his shoulders. "Geez, an eight headed snake monster. Sounds like something out of a fairy tale."

Spidey grabbed Blake and dodged an attack by the serpent, which he retaliated by punching it in the tooth breaking it off in the process. "In my world, I'm pretty sure the name for this monster is called a Hydra, an eight headed serpent monster from Greek Mythology. It was destroyed easily by ths Greek hero Hercules."

"Were they real?" Blake asked.

"I don't know...maybe?" Spidey said unsure of himself.

Blake chuckled, "The more you talk of your world the more I prefer Remnant."

"Yeah, well the longer I stay in Remnant the more I want to go home." Spidey replied dodging another attack while helping Blake by pulling her into a kick to its eye.

"What's that supposed to mean?" Blake asked almost insulted.

"Nothing."

Ruby spun in the air like a Rose tornado and hit multiple heads with Crescent Rose. However, every time she hit the grimm she could hear a 'clang' noise, signifying she was only hitting it's armor. She stopped spinning and shot several rounds into the base of one of the heads to give her breathing room. _This is the strongest, and fastest grimm we've ever faced! We need to coordinate our attacks._ "Ruby!" Jaune called out from bellow as he avoided a head, "The base, where they're connected! There's some weird tiny guy- WOAH!" Spidey quickly yanked Jaune by his arm using a web line and had him fly through the air. He then fired more Web Grenades at the head that attacked Jaune managing to ensnare it to the ground. The victory was short lived though when the head tore off a large portion of the ground with it's head still attached.

"OH THAT'S CRAP!" Spidey yelled in the distance.

Pyrrha was able to grab Jaune mid stride as she herself was evading a snake head, "The little guy, good thinking Jaune!"

Jaune held his head in shame his face red with embarrassment, "Oh, I'm always needing my butt saved." Ruby searched.and searched for what Jaune wad talking about, and eventually she found a slight shimmer at the center of the pack of snakes. _I see it._ she thought. Thankfully she saw it when she did because if she had looked for any longer she would've been devoured by one of the multiple heads. Reacting quickly Ruby dodged out of the way of the head and let it hit the ground, the ground then rose from the resulting shockwave and Ruby cut one of the boulders in half.

"Yang! Spidey!" she yelled out. Yang jumped in the air and slammed the two boulder halves at the head.

"Booyah!" Yang shouted out as the head screeched out, "Uh-oh." another serpent tried to eat her, but was quickly smashed as Spidey took one of the whole boulders and slammed it over the snake's head, "Thanks bud!" Yang yelled giving a thumbs up.

The teens regrouped and tried to formulate a plan of attack, "Ruby, what did your elf eyes see?" Spidey asked, "They're taking the hobbits to Eisengard!" he replied to himself in a high pitched voice.

"What?" Ruby asked, "Are you mocking me?"

Spidey patted Ruby's head and chuckled, "Elf? Get it, 'cause you're short."

Ruby stamped her foot in embarrassment, "Dang it Peter!" Ruby gasped and quickly covered her mouth.

"Haha! You owe me lunch!" Spidey laughed out. Context: As part of trying to keep up the illusion that the girls and JNPR and even CFVY didn't know who was under the mask they were asked to adress him as Spider-Man, Spidey, or His Royal Webness when he was in costume. For some reason none of them opted for the third option though.

"Okay guys," Ruby started, "when that thing strikes we split up. Weiss you're on me!" the others nodded and waited for the grimm to strike, then like clockwork the multiple heads lashed out, "Move NOW!" the teens dispersed and most of the heads collided with the ground.

"Ruby!" Weiss called out, "Are you sure that Jaune saw another grimm in there?" the two jumped over a head and kept moving.

"Yes, positive!" Ruby replied, "It's some weird little guy at the center of all the snakes!"

"It must be a possession type grimm, I've faced one in training before. But I thought it could only posses inorganic matter, I didn't think it could fuse other grimm together!" both Ruby and Weiss got cut off by a snake head while another closed in on them. Suddenly Blake's Gambul Shroud flew passed them and distracted the head long enough for Yang to attack it, though that was a bad idea as it had her in it's jaw.

"Ew, gross gross gross! Don't you guys brush your teeth?" Yang joked. She was pulled back by Spidey who backed the beast away by punching it's snout. _Oh my God...that's it!_ Yang had a thought come to mind, an idea so reckless that it will either make or break her as a huntress in training. "Spidey! I need your assistance!"

Spidey backflipped to Yang, "What's up? You have a plan?"

"Guys!" Blake called out, "According to Ruby we have to take out the grimm at the center, it won't be easy. We're gonna need all the strength and distractions we can get."

"There's nine of us, and eight heads!" Jaune called, "We can do this guys! We just have to distract it together, as a team!"

"Don't worry Blake," Yang mentioned, "we're about to get two incredibly strong individuals."

"Wait...what?" Spidey asked and Yang gave him a devious grin, "Yang. No! You don't know the consequences of this! What if you get hurt?"

"Please, me? C'mon, what other choice do we have?"

"Umm, a lot of them actually!" Spidey shouted, "We are not trying that, end of story."

"C'mon Spidey," Yang said rubbing his shoulders, "think of this as a science experiment. I mean, aren't you curious at how much damage I'll deal if I am struck by one of your more powerful blows?" she patted him on the back with a hard slap, "Now c'mon, punch me! For science."

Spidey looked at his fist and looked at Yang, "How do you girls know how to butter me up?" he sent a punch at Yang's gut, but she just stepped back and frowned.

"You call that a punch? I've had mosquito bites that hurt more than that! Now c'mon Parker, hit me harder!"

"Yang, firstly: lunch, and secondly: context." Spidey reeled back his fist _Here goes something, thirty-three percent_. he launched his fist forward and punched Yang straight in her gut.

Yang looked up, slightly winded and smiled as her hair began to burn brighter than Spider-Man had ever seen, "Gotta hand it to you Spidey, you really know how to take a girl's breath away." _Oh crap._ Spidey thought, "YEEAAAHHHH!!" Yang yelled out as a force of energy erupted from her body.

"Oh my God! She's gained the power beyond that of a Super Saiyan!"

Blake smirked, "Well now that we have two tanks, Ruby," Ruby looked at Blake who gave her a small smile, "I heard of a story about a beast with eight heads that had a rare sword in it's stomach." Blake jumped off to perform her share of destractions, though with how Yang and Spidey were handling three heads at once, she felt like there may be no point.

"Woah, a Rare Weapon!" Ruby said as she drooled. She shook off her intrest in the idea of a weapon to focus on the matter at hand, "Alright Team RWBYS, let's do this!" Ruby and Weiss charged as Spidey, Yang and Blake handled four heads on their own.

oOoOoOoOoOoOoOoOoOo

 **Deadpool**

 ** _Oh, so we do get another scene. Dope._** Up in the air Roman Torchwick, Deadpool and their pilot looked across the forest as they saw the grimm rampaging, "Well," Roman started as he looked at the beast with a pair of binoculars, "seems like things have gotten a bit out of hand."

"Uh, are you sure about this?" the pilot asked.

"Sure about what?"

"Well, that grimm is pretty big, what if it reaches the city?"

"Doesn't matter," Deadpool added, "We were sent here to see if the tunnel works, and it does. That grimm isn't our problem. Besides, it's not like the city won't be overflowing with grimm in a couple of weeks anyways."

"Yeah but-" the pilot was going to retort when something hit the side of the Bullhead.

"What was that?" Roman asked as he looked out the side and saw a familiar sword that was stabbed right in the Bullhead's fuel tank, "Oh shi-" the Bullhead shut down and the tank blew up sending the trio down into the forest below.

 ** _Hey, I think I know when this is. I think this is from the manga._** "What?! He resorted to an anthology manga!" and I'll be using Grimm Eclipse too, "Why?!" Eh, story stuff. Pad runtime. "Oh God dam-" the Bullhead crashed in the middle of the forest with no way of getting off the ground again.

Up in the air, the cause of Roman's ride crashing, flew Penny Pollendeena in an advanced flight add-on with her arms stretched out in front of her like Superman, though the add-on was still in prototype phase it fulfilled it's purpose. _"Intruder brought down, the crew is alive and preparing for an emergency landing._ a man spoke over the radio into Penny's earpiece.

"Are you sure that was the right thing to do?" Penny asked.

 _"They were in restricted airspace, there isn't a problem."_ the man sighed over the comm and changed subjects, _"How's the flight unit?"_

"It's fine, the breaking is a bit unstable. And the electronic and drive systems overload when I use the weapons systems."

 _"Alright well, head back to base."_

"Sir, I'm detecting a large grimm on my sensors, should I pursue?"

 _"No Penny, you did your job, besides that grimm is heading in the opposite direction of the city. It shouldn't be a problem._ Penny nodded and hummed to herself as she made her way back to the base, _"By the way Penny,"_ the voice started, _"You know you don't HAVE to keep your arms extended to fly right?_

"Oh I know, but I like it. It's hip." Penny said with a smile as the wind blew in her face.

oOoOoOoOoOoOoOoOoOo

Ruby charged forward with Weiss on her six. She jumped in the air and sliced at one of the heads and managed to hit one of the eyes of the monster, "Bumble-Bee!" she shouted out. Yang and Blake left Spidey to fend for himself with Yang blowing him a kiss as she took off. Blake ran ahead of Yang and got the attention of the head making it chase her. It got to a point where it bit down, but instead of hitting Blake it hit her clone and she took advantage of the situation by wrapping the ribbon around the serpent's mouth and closing it. Yang then jumped ahead of Blake and, thanks to her semblance of absorbing Spidey's attacks, struck the snake five times shooting out a shotgun blast with each punch.

"See you..." Yang cocked back her right hand, "LATER!" she shouted out as she landed a devastating punch to the snake who fell back in pain and ran into the snake head that was giving Ren trouble.

"Thank you." Ren said as he waved and smiled.

Yang smiled as she flew passed him, "Hey don't worry about it, and we aren't done yet!"

"Checkmate!" Ruby yelled out as she laid down covering fire with her sniper rifle. Blake and Weiss rushed forward to take care of one of the other heads, but Ruby saw that Spider-Man was in trouble. She took aim and fired, but when she did so the snake dove it's head down to snap at Spidey who backflipped away, the bullet hit the snake's skin and ricocheted off. When Spider-Man landed, his Spider-Sense warned him too late of the bullet that ricocheted towards him and it hit him in the thigh. _Oh my God! I did not just do that!_ Ruby screamed internally.

"She did NOT just do that!" Spidey yelled out. Angered and in pain when the snake tried to bite down, Spidey was sick of the beast and sent a punch with the most strength he could muster. He punched the top of the snakes snout, and not only did he shatter through the armor, but he also punched through to the inside of it's mouth. The serpent began flailing it's head around as it freaked out about being harmed in that way slamming into the other heads in the process.

Blake and Weiss made quick work of the head in front of them. Weiss made two glyphs which Blake had her clones go through, turning them into Ice Clones. The clones exploded on the body and froze it up as Blake made a long slash down it's body with Gambul Shroud. The two exchanged glances and smiled, now becoming closer as teammates after the battle at the docks.

"Ooooohhhhhhhh!!" Jaune yelled out as two heads chased after him, "Pyrrha help!" Pyrrha shot one of the heads and Ruby shot at the other, but it was the snake that Spidey harmed earlier that saved Jaune. The snake crashed into the other two and smashed them into the ground.

That still wasn't the end of it however as that same snake lashed upwards to slam into Weiss. Ruby reacted quickly by moving in front of Weiss and had one of the horned pieces of it's mask cut just below her right eye. "Ruby!" Weiss yelled in surprise. "Y-You shielded me! I didn't need your-"

"Weiss." Ruby interrupted calmly, "I need to increase my muzzle velocity if we are going to get through this things hide. I need your help."

Weiss was dumbfounded, "Uh...sure." Weiss made a glyph that hung in front of Ruby.

"And Weiss," Weiss looked at Ruby as she looked at Weiss with blood trickling down her face, "We're totally the best team right?"

Weiss chuckled softly, "Of course we are. What kind of stupid question is that?"

Ruby smirked as she aimed Crescent Rose at ths glyph that pointed to the center of the grimm, "ICE FLOWER!" she shouted out and fired off a barrage of bullets at the grimm. The monster on the inside cried out in pain as the armor it had made itself was destroyed, harming it in the process even the snakes were reacting in pain.

"What's going on?" Ren asked.

"I think attacking it's weak spot is working!" Nora shouted.

Ruby landed next to Weiss on a cliffside, "Guys, the thing in the middle is what was causing trouble, but our attacks can penetrate it now! Now let's take these things out!"

"Roger that!!" everyone shouted.

"Web Grenade!" Spidey shouted as he limped over to the group. He caused two snake heads to slam into each other, but this time they couldn't break free, "Yang do me a favor, punch the one on the left as I relieve some anger on the one on the right." Yang punched her fists together lighting her hair up before she sent a fury of punches at the snake. Spidey on the other hand limped to the other snake. He shot a web line and attached it to the snake and he pulled it down with a forceful tug. He webbed it to the ground and looked it right in its red globes called eyes. "I got shot because of you. And your friends here tried to eat my friends. That isn't cool." Spidey balled his right hand into a fist and punched it in the eye popping it on impact. He then punched the side of its head and broke more of the armor. He took a deep breath and looked at his fist, _Aura manipulation._ he thought. Remembering his training with Ren, he focused aura into his fist and punched again. The snaked head blew up, and the force was strong enough to go through and blow up the other snakes head as well blowing Yang onto her butt.

"Ow!" she yelled out. _Shoot, didn't think it'd be that strong._ Spidey thought. He walked over to Yang and helped her back onto her feet, "That. Was. AWESOME!" Yang yelled as she gave Spidey a big hug, "Oh Peter, you've come so far since we all started training you!"

Spidey chuckled, "That's two lunches _Yang_ lady."

Yang let go of Spider-Man and grinned, "Did you really just make that joke?" he simply nodded, "Carefull, you better get a- _hole-d_ of yourself there." Yang said pointing at the bullet wound in Spidey's thigh.

"Don't remind me."

Off on a cliff at the edge of the forest stood Goodwitch and Ozpin, "So Glynda," Ozpin started as he took a sip of coffee, "do they need help?"

Glynda sighed, "No...they'll be fine."

"Spidey! Web like Roses!" Ruby shouted out.

"Name needs work, but FINALLY I get some use!" Spidey jumped in the air and attached a web strand to Ruby's ankle and flipped her around multiple times to help her gain momentum, "Ultimate Rose Slam!" Spidey yelled out as he sent Ruby careening towards the center of the monster so she could destroy it once and for all by having her scythe go into a more spear form and penetrating directly into the center of the beast. It dissipated and soon the grimm it had enslaved turned to nothing more than dust in the wind. "Woo!" Spidey yelled out triumphantly.

"Woo, yeah guys we did it." Yang said as her hair returned to normal and then collapsed from exhaustion, "Peter...never let me convince you to hit me ever again! Unless it's a last resort." Yang tried to move but everything was stiff all she could do is roll over onto her back, "I need help, I can't move my muscles." Spidey removed his mask and picked up Yang giving her a piggy back ride, "Don't say it." she groaned out.

"I told you so." the teens began walking back to Beacon with Peter quickly changing to his huntsman outfit. He felt something cold trickle down his neck, then heard what could only be described as a bear growling. He looked back to see Yang had fallen asleep on him, and was drooling. "Aww, that's...really gross." _Geez, she has drool all over my neck!_ The others saw what happened and laughed at Peter's expense.

oOoOoOoOoOoOoOoOo

The girls, JNPR, and Peter returned to Beacon where Professors Port and Ooblek waited for them, "What!? How could this happen!?! Ooblek shouted out after the teens told their story. "I mean-I mean-I mean, a possession type grimm? They're so rare! And so much is still unknown about them! You got to see its behavior, witness the mechanism of its parasitic process. If we would've known you'd run into one, we would have accompanied you to collect data on it! Considering its biology though..." it was at this point Ooblek went on an incoherent rant.

"What is he saying?" Ruby whispered to Peter who is still carrying the sleeping Yang.

"Grimm rare. Need data. Next time I go." Peter explained in caveman grunts. Ruby chuckled at his response.

"Well," Port interupted, "How does it feel to work as a real team?" he asked, specifically directed at Weiss and Ruby.

"It would have gone more smoothly had we had a more competent leader." Weiss mocked.

"Wha- I did my part!" Ruby yelled out. The two reverted back to their arguing habits and woke up Yang in the process.

"Woah, where are we?" Yang asked yawning.

"Beacon." Peter said as he let her down onto her feet. She yawned again and stretched her arms in the air causing the zipper of her one piece to move downward and peter could see her whole midriff, much like Blake only this was MUCH more skin.

Yang folded her arms behind her arms behind her head and looked out the corner of her eyes and smiled, "Caught you looking." she said nonchalantly causing Peter freeze up and turn red from embarrassment. Yang snickered and whispered what happened to Blake. Blake smiled Peter and wagged her finger back and forth making Peter's face turn even more red than it already was. He buried his face into his hands hoping to escape this moment. Yang slapped his shoulder and continued to laugh, "Relax, it's natural. At least something good came out of today, our team names are awesome!" After hearing that Ruby's beamed brightly.

"Yes!" she celebrated quietly as she fist pumped.

The teams walked off to their respective dorms with Team RWBYS being in relatively high spirits, "You did what Peter?" Ruby asked laughing. _It's days like this where I think I actually died and this school is Hell._ Peter thought. The team returned to their dorms and Peter went to lay down on his bed when Yang flopped in it instead. She patted a spot on the bed for Peter and he just stood there with a tired expression.

"Hey Pyrrha! Can you get this bullet out of my leg!" he shouted as he left the dorm.

"Rejected." Blake said monotonely as she began to undress and get into her kimono.

"Just you watch, I'll get him!" Yang yelled with determination.

"What if you're not his type?" Blake asked, "What if he doesn't like girls with his personality?"

"That's blasphemy!" Yang scoffed, "Who wouldn't want any of this?" she asked as she removed her one piece just as Peter walked in. He immediately closed his eyes and walked to the bathroom. Blake snickered at the prediciment, "That doesn't count."

Peter washed his face in the bathroom cringing from the pain after today. He looked into the mirror and sighed, "That girl just may break me." _Boy, if Ben could see me now...he'd probably make fun of me._ he thought with a chuckle as he walked out of the bathroom to go lay down. "Okay, new rule!" the other girls all looked at him, "Blake and Yang can't wear those outfits anymore."

"I agree, Peter has to be at his peak performance every day, and today, as we found out, just like every boy he too can be persuaded if the body suits his interests." Weiss mocked.

"You know what, I'm not even gonna defend myself anymore. It's too much hassle."

"Don't worry Pete," Yang said from her bed, "I promise I won't wear that anymore."

"Cool." Peter layed down on his bed, and just as quickly as Yang did to him, he fell asleep.

oOoOoOoOoOoOoOoOo

 **Deadpool**

After a long trek back to civilization, Deadpool and Roman (no pilot) returned to the warehouse, "That was excruciating!" Roman complained, "I can't believe your belt malfunctioned after the crash."

"Hey man, it's shoddy design." Deadpool replied.

Mercury and Emerald both approached Roman and Deadpool, "Where the hell have you two been?" Mercury asked.

Deadpool sighed and looked down at the ground in thought, before he looked up at Mercury and seemed to look through him, "On a bit of a hiatus."

"What?" Emerald asked confused at what the merc was saying.

"BUT WE'RE BACK BABY!" Deadpool shouted as he gave a dual thumbs up.

"Dude, I am so confused right now." Mercury said as he walked away from the Merc with the Mouth.

 **A/N: Annnnnnnnnnd I'm back! Yeah! Oh man, it feels so great. I feel like Will Ferrell when he comes back to SNL. But in all seriousness, sorry for the wait. I had a chapter done about a week ago, but then I got the Manga and saw this story, and since it takes place just before volume two I said, "Eh, this could work." Again, sorry for the hiatus, but as you can see, I wasn't being lazy, I was just giving some love to the clone for a little bit that's all. Anyways good to be back and I should have another chapter in about a week. Laters Sheeple!**


	30. First Day First Fight

**First Day, First Fight**

The sun was shining in the city of Vale. It had been a week since Team RWBYS' battle at the docks and the unveiling of their masked ally, who turned out to be their own teammate Peter Parker. After that was the fight with the possession type in the forest. And in the events leading up to it, Pe- **_Don't recap! This is a fan fic, not an episode of Lost! Just start us up where we should be._** Two teenagers are strolling the streets, to the naked eye one would assume that they are here for the Vytal tournament when in actuality they were Cinder Fall's two compatriots, Emerald Sustrai and Mercury Black. Emerald was a young beautiful ebony skinned teen, who had apparently never heard of decency when it came to clothing. She was also a thief back in Mistral, so perhaps the lack of clothing came with the territory. Mercury was the son of a mercenary and was one himself, well self-proclaimed anyways. He had silver hair, a jacket that was grey at the torso and black on the shoulders and sides, he had metal guarders on his arms, black pants and robotic prosthetic legs where he hid his gun feet. The reason Cinder picked him up was because he showed promise, that and his father was dead. Mercury wore clothes that Deadpool mentioned, "Looked like something Quicksilver would wear." Mercury didn't know who that was, but he had the feeling that Roman's lackey was making fun of him. "Admit it. You're lost." he said to Emerald.

"I am not lost!" she turned to face her partner, "I know exactly where I'm going...It's just...taking awhile is all." Mercury cocked his eyebrow causing Emerald to fluster, "You know what, just shut up Mercury!" the two continued to walk for some time until Mercury noticed something.

"We've passed this same store that has the cut out of Geoff Ramsey three times already!" he yelled out, "Face it, we"re going is circles." Emerald stamped her foot on the ground in frustration. She looked behind Mercury and saw an old man putting up a sign over his shop. Smiling with confidence she sauntered over to the old man.

"Excuse me!" she called out. The man, slighlty surprised, fell off the last rung of the ladder he was using. Emerald helped the man up, "Sorry for scaring you like that," she pulled out the paper that Deadpool had given her, "do you know where this address is?" the man squints at the paper before nodding and giving her the directions. As the man turned to return to work Emerald used her slight of hand to grab the man's wallet. Walking back around the corner she was confronted by Mercury.

"Told you you were lost." he said with a confident smirk.

Emerald sighed and faced Mercury with and irritated look, "Mercury, I will literally pay you to shut up for the next five minutes!"

Mercury thought about it before shaking his head, "That's not your money."

"But it can be yours, for five minutes of silence!" Emerald said bitterly through her teeth.

Mercury shook his head again, "Sorry, no dice." Emerald frowned before she grabed the cash out of the wallet and tossed the it in the alleyway, "She so wants me." he said when she left.

"Where do you keep your cash anyway?" Mercury asked, "You always pull it out of nowhere and you don't have pockets, so where do you keep it?" Emerald stayed silent and kept walking, "Actually don't tell me, it's better if it stays in my imagination."

"Shut up. Gods, you're worse than that Deadpool prick." Emerald said still looking forward.

"I like the guy, he's pretty cool." Mercury said with a smile.

"What is so 'cool' about him? His ugly scarring? I mean, have you seen his face? It's looks like two grimm mating." Emerald said with disgust.

"Grimm don't mate." Emerald sighed in frustration, "To answer your question though, it's kind of a silent acknowledgement we have. He's a merc, I'm a merc, he knows the universal merc handshake." Mercury droaned on and on.

"So because he's a mercenary, you guys have some sort of unspoken bromance?" she asked.

"Yes."

"That's so gay." Emerald said under her breath. The two walked in semi silence as they approached their destination. Emerald took a notice of the locals and the calm peacefullness that Vale had compared to other kingdoms, it was kinda nice...in a way.

"This kingdom is kinda dull." Mercury said trying to change subjects, "Little to no crime, damn near peaceful..."

"I kinda like it," Emerald mentioned, "Tall buildings, diverse culture-"

"Dopey people who are easy to pick pocket." Mercury added.

"That's every city." Emerald said with a smirk and her hands on her hips.

"Yeah, oh Emerald master thief, please don't take my money I barely have enough to survive." Mercury mocked causing Emerald to grunt in annoyance. Mercury shook his head in dissapointment, "You're no fun today."

The two entered the store. Tucson's Book Trade. It was dark, like the guy was ready to close up shop, and there were books everywhere! Though, that's to be expected from a book store. Mercury started looking through the multiple books trying to look for comics. Emerald went to the front and rang the bell on the counter trying to get the owner's attention. There was some cluttering in the back before a man came to the front with some sweat on his face, "Hello," he said slightly flustered seeing who was at the counter, "Welcome to Tucson's Book Trade, how may I help you?"

"Just browsin'!" Mercury shouted out.

"Actually, I was wondering," Emerald started, leaning against the counter, "Do you have any copies of 'The Thief and The Butcher'?"

"Yes we do." Tucson responded cupping his hands together trying to keep his cool, _Don't do anything drastic, stay calm, relax._ He thought to himself.

"That's great!" Emerald said with a smile and forced enthusiasm.

"Would you...like a copy?" Tucson asked.

"No, just wondering." Emerald responded before moving to her next question ** _Getting serious L.A. Noire flashbacks for some reason._** Mercury slammed a book closed and it caused Emerald to jump in surprise as the noise echoed through the store. Emerald quickly turned around amd returned to her conversation, "Oh oh! What about: 'Violets Garden' in paperback." _Would it really matter? I mean, I understand being on a budget, but you take what you can get._ Tucson thought.

"He's got it," Mercury mentioned, "hard back too."

"Oh, options are nice..." Emerald placed her finger to her chin in thought. Mercury slammed another book shut.

"Hey, you got any comics?" Mercury asked.

"Near the front." Tucson replied in annoyance. He watched as the boy went to the front of the store, but turned his attention back to the girl, _She's the problem at hand._

"Oh, no wait!" Emerald said and got Tucson's attention once more, "How about...'Third Crusade'?"

Tucson hesitated a bit and saw they were waiting for an answer, so he gave them the only one he had, "I...don't believe we carry that one." Mercury slammed another book shut.

Emerald smiled, "What was this place called again?" she asked with a sassy tone.

Tucson sighed, "Tucson's...Book Trade."

"And I take it you're Tucson?" Emerald asked with her eyebrow cocked and Tucson nodded, "So I take it you came up the slogan?"

"It's just a catchphrase." Tucson defended, but he felt he knew where all of this was really leading, _I better be ready._

"It's false advertising!" Mercury yelled out.

"It's wrong to lie Tucson." Emerald said gaining the shopkeep's attention once more. He noticed that the blinds were being closed and he heard the distinct click of his door locking, _Damn!_ he thought, _I'm cornered._ "Are you in a hurry? Off to Vacuo, perhaps?" Tucson flinched at the comment, _Dammit! I've been found out!_ Mercury made his way behind Emerald and she continued her interrogation, "You know who we are...don't you?"

"Yes..." Tuscson said between his teeth.

"Then you know what is going to happen?" Emerald asked.

"Yes." Tucson said again.

"So...are you going to fight?" Emerald and Mercury looked at each other and smirked.

"YES!" Tucson yelled out. He brought out his claws and jumped over the counter to attack Emerald, but she sidestepped out of the way for Mercury to come and deliver a a kick to Tucson's face. _Oh shi-_ a powerful shotgun blast rings in the shop and Tucson is on the floor. Motionless.

"Well...that was easier than I thought." Mercury said with a smirk. The two walk out of the shop and Mercury has a comic book in hand.

"Ugh, why do you have that?" Emerald asked judging Mercury for leaving with a comic book.

"What? I like the pictures." Mercury tossed the comic on the ground and the two left downtown without looking back.

Deadpool, who had been watching from afar, picked up the comic that Mercury dropped, "Damn man, who would get rid of X-Ray and Vav?" **_Uhh, Rooster Teeth?_** "Ouch! That's cold." Deadpool opened the door and saw Tucson on the ground. He walked behind the counter and grabbed a copy of a book that says '50 Hues of Wolf' **_Is that what I think it is?_** "Yes it's 'The Lusty Argonian Maid'. Haha." Deadpool threw the book at Tucson's body.

"Ow!" Tucson cried, "You could have tapped my shoulder or something." standing up and dusting off his clothing Tucson patted Deadpool's shoulder, "Thanks for the warning. It's greatly appreciated."

Deadpool wrapped his arm around his neck, "Don't mention it Logan! But, if you are gonna be on the run, you need to change your look. May I suggest a military haircut, and bleaching your hair?"

Tucson nodded and rubbed his jaw. "That damn kid though."

"Yeah, stupid kids forgot that a body kind has to be dead to be...you know, dead." Deadpool joked. "Here, take some Lien, get a haircut and leave for Vacuo. Oh, and don't come back to Vale...Ever."

"I didn't plan too." Tucson clasped his hands together and clicked his tongue, "Well...do with these books as you please." Tucson went to the back and grabbed his bags, "Thank you again Mr. Pool! You're a real hero!" and with that Tucson escaped through the back entrance of the store.

 ** _We can do w_** ** _hatever we want with the books, huh? Are you thinking what I'm thinking?_** "I think so...should we get a bag, or is it better if it's gift wrapped?"

oOoOoOoOoOoOoOoOo

 **Beacon Acadamy- Last Day of Summer Break.**

In the cafeteria the students of Beacon Academy were eating happily, talking amongst themselves, just having an overall good time. Blake Belladonna was having less of a good time. She was looking through her notebook from the semester prior looking at the usual things, old formulas, simple equations, definitions, and a sketch she made of her old partner- Adam Taurus. But, with all the bad memories she gained from that, she had another sketch she was looking at, Spider-Man saving a little girl from a car. It was a specific sketch, but she felt it best described her friend. "Watcha lookin at Blakey?" Yang Xiao-Ling, Blake's partner, had asked.

"Oh, it's nothing. Just some old notes from last semester." Blake quickly shut her book in embarrassment. Yang gave her a sly smile, _Oh please don't!_ Blake thought.

Yang caught a grape in her mouth that was thrown to her from Nora at the table across from theirs, "Someone has a crush on her teammate." Yang said with her mouth full, fluttering her eyes. Nora giggled and tossed another grape at Yang, which she caught.

Blake pounded the table in embarrassment, her face flush, "I do not! And you shouldn't be spreading rumors!" she yelled out pointing at Yang.

"Woah woah woah! Blakey. Relax, don't get so defensive. I was talking about me." Yang pointed to the front of the cafeteria where Peter had just entered wearing an 'Eventually' slug assassin tee, cargo shorts and white mid top shoes. "Prrrrr." Yang purred causing Blake to glare at her, "Oh, yikes! Is that offensive?" Blake just rolled her eyes and greeted Peter when he arrived at the table.

"Hey Pete." Blake said with a smile.

"Hello Peter." Weiss greeted.

"What's shakin' bacon?" Yang yelled out. "Hey, I've been thinking-"

"That's dangerous." Peter interupted.

"Shut up. You took a massive beating against that Rhino guy down by the docks right? What are we gonna call the that fight? Battle at the PIER-ter?" the other girls groaned, but Peter stayed silent. "Really? Nothing?" Yang snapped her fingers in dissapointment, but then Peter slipped when he let a chuckle escape his lips. The chuckle turned into laughter that he tried to hold in, then escalated to hysterics as he held his face trying to had his laughter.

"Pier-ter, that's great! Oh my God." Peter took a deep breath, "Oh man, you guys are the best. Really you are. Chuckles, Tsundere, Garfield, you guys are like, my best friends." Peter said to Yang, Weiss, and Blake respectively, pointing to each one as he said it, "Honestly, I'm more upset at getting shot a few days ago. And I still haven't got my lunch YANG." Yang looked around the cafeteria and pointed at the over abundance of food on the tables.

"Garfield?" Blake asked, her bow twitching slightly. _Is he making fun of me?_ she thought. Blake sighed and pinched the bridge of her nose, "God, I hate Mondays." she said and Peter had to stop himself from bursting into intense laughter.

Ruby emerged from seemingly nowhere and slammed a large three ring binder onto the table that had Weiss' name crossed out and replaced with, 'Best Day Ever Activities'. Ruby cleared her throat before she addressed her team, "Sisters! Friends...Weiss."

"Hey!" Weiss yelled out as Peter began to laugh at Ruby's antics.

"...Aliens." Ruby said pointing at Peter.

"What? I told you, I'm not an alien! I'm a person!" Peter yelled out. Ruby has had a tendency to call Peter an 'alien' ever since she and her team found out he was from a different world.

"You're alien here, and that's all that matters!" Ruby said finitely. Peter was going to argue, but Ruby cut him off, "Four Score and Seven minutes ago, I had a dream." Ruby started.

"Oh, this will be good." Yang said with a smile, just before she caught a cherry in her mouth and gave Nora a thumbs up.

"Your math doesn't work, a Score is twenty years." Peter mentioned.

"Shut it!" Ruby cleared her throat before she continued, "I had a dream that one day, the five of us could come together as a TEAM," she said looking at Peter knowing his tendencies to do things alone, "and have the most fun anyone has ever had...EVER!" she yelled out in excitement while throwing her hands in the air.

"Did you steal my binder?" Weiss asked finally noticing something that looked familiar laying on the table.

"What do you have that binder for anyways?" Peter asked, "Taxes? I bet it's taxes, there is no way someone would keep a binder that large unless it was tax related."

"I am not a crook." Ruby said giving the double peace sign to Weiss, "And it was design ideas that we ALL had for your costume." Ruby told Peter with a smile. _Why a binder THAT big though_ , Peter thought, _You're telling me they designed a Bible's amount of costumes?_

Blake stopped messing with her food and sighed, "Okay, I'm game. What are you talking about?"

Ruby grinned as she pointed at Blake with a determined look, "I'm talking about kicking off this semester with a Bang!" _So long space cowboy._ Peter thought.

"I like to kick my semester off with a YANG! Eh, guys?" Yang said with a smile, she then turned to Peter and pulled the cherry stem out of her mouth waving it in front of his face to show it was tied in a knot, "Eh, Peter. Do you want to start this semester off with a Yang?" she asked with a huge grin present on her face. Peter's face got really red before he stood up and walked out of the cafeteria without saying a word. "Oh." was all Yang could say before she got hit in the head by another grape from Nora.

"Boo!" she yelled out.

"That was weird, usually Peter takes your teasing rather well. Maybe you finally hit his limit." Weiss mentioned, "Or perhaps he's just confused with all the mixed signals you keep sending him!" Yang gave a confused look, "Ugh, first you say you don't want to be with him, but you act like you do. And then there's Blake who actually slept in the same bed as him!" Blake's bow twitched in annoyance, "And then there's Ruby, who clings to him like a sick puppy. Honestly, you guys should just leave him alone." Weiss said shaking her head.

Blake and Yang both look at each other before looking back at Weiss, "Didn't you kiss him?" Yang asked.

"Like, twice?" Blake mentioned, "Oh wait, three times. Because of the time you 'accidentlly' bumped into him in the hallway and your lips locked. Honestly that story is so full of holes I could walk through it. I mean, how could you 'accidentally' lock lips with him if he is four inches taller than you?"

"Wha- That doesn't...it doesn't mean that I...ugh!"

"And besides, Ruby doesn't like boys yet." Yang mentioned, "At least she better not." she said quietly under her breath.

"Okay guys let's calm down," Ruby said trying to get a handle on the situation, "Look, it's been a good two weeks with the battle at the Pier-ter," Yang gave a fist pump seeing that her joke caught on, "and with the new students arriving, on top of Peter making a full recovery from his injuries, and our first kinda-sorta mission, our second semester is gonna be great! Classes start back up tomorrow." Ruby closed her eyes and the rest of her team took everything in. "Which is why I have taken the liberty of planning all these wonderful events for us today!" she said excitedly.

Yang, still not happy at the grape that hit her in the face, picked up an apple and threw it at Nora who ducked under it and let it fly to the back of Cardin's head.

"I don't know guys." Blake said unsure of herself, "I think I might sit this one out."

"Ruby's right. Sit out or not, I think however we spend this last day we should do it as a team." Weiss said as she stood up from her seat, "I for one-" but she didn't get to finish her sentence as a pie flew across the room and hit her in the face, covering her in white cream. **_Now she looks like Shonomi picture!_** Dude! You can't make those jokes here! ** _What, why not?_** Because, some people read this and that is SUPER inappropriate! If you're gonna tell jokes like that you have to tell me three months in advance so I can plan out a one shot. **_That's ridiculous! I'd rather jump over to some other guy's fics with no speaking lines than do that!_** Just...don't tell those jokes here.

The girls all look at the table across the way to see Team JNPR shocked at what happened. And then there was Nora who was trying to pin it on Ren.

oOoOoOoOoOoOoOoOo

Sun Wukong, the monkey faunus that helped out Blake at the docks, also known as 'That Saiyan Saved By Spider-Man' or 'Super Saiyan 4 Goku' according to Peter (It was the abs), was walking with who he would call his best friend: Neptune Vasilias. He's a cool looking guy that wears a red overcoat that's black on the inside- to prove the point he even pops his collar, but he also has an intellectual side, as shown by his white button up under his jacket and the black tie that is perfect. He had a fade haircut and blue hair, with a pair of goggles on his head adding to the cool factor. Add those to his dark blue denim jeans and you have the coolest guy around. "Man that's harsh." Neptune replied to Sun as he told Neptune about the battle at the docks.

"And then we were fighting side-by-side. She was super fast! And I threw a banana at a guy, which sounds gross, but it was awesome!" Sun said ecstaticly as he lead his teammate to the dining hall.

"Nice!" Neptune replied with a smile.

"Oh, and then this crate was dropped on top of my head, but I didn't get hurt because that super hero that's all the rage over here totally caught it before it hit me!"

"Awesome." Neptune replied as he nodded his head.

"Then, the Spider-Man got in a fight against this rhino faunus guy and he totally trusted me to help his friend, who is the girl I mentioned earlier, which is awesome, and she's so cool! The best part is, she's a faunus!" Sun quickly covered his mouth realizing what he said, "But don't tell anyone! Anyways, the spider dude beat that rhino guy by totally blowing him up. Spidey was hospitalized in the process, but I got to find out he is actually from another universe!"

Neptune stopped him with his hand, "Another universe? Really?"

"Yeah man, and it's awesome because it turns out he's on Blake's team, so I can ask him to be like, my wingman or something. But, you can't tell anyone about this. And I mean, no one!" Sun pressed his finger against Neptune's chest.

"Got it." Neptune gave the thumbs up.

"No, I'm serious. Not a 'I'm gonna go tell Scarlet as soon as Sun turns his back' secret. I'm talking SECRET SECRET." Sun held Neptune's face as he said this, getting uncomfortably close.

Neptune grabbed his leader's hands and forced them off his face, "Man, I've got it. I've got it. Relax."

Sun sighed in relief, "Man you better!"

"Sup Sun." Peter's voice called out to the monkey faunus.

"Woah, Peter! How you feeling man? Good?" Sun asked as he nervously rubbed the back of his head _Oh that was too close!_ he thought.

"Oh yeah, great. Just fought against multiple Serpent Type Grimm the other day. I have a crush on this girl on my team, but I can't talk to girls, so I just awkwardly ramble on with bad jokes. So you know, the usual stuff." Peter said with a slight smile. He looked over to Sun's blue hair compatriot and pointed at him, "Who's this guy?"

Sun darted his head to Neptune quickly before he replied, "Oh, just a friend of mine, this is Neptune. Neptune this is Peter." he said as he introduced the two.

Peter and Neptune shook each other's hands, "Woah, crazy grip." Neptune mentioned.

"Thanks. So, where were you guys headed?" Peter asked.

"Oh you know, wanted to see you guys." Sun replied.

"And I'm starving." Neptune continued.

Peter nodded and followed the two back to the cafeteria. _Wasn't I just bailing on the cafeteria? Well it can't be that bad, I AM hungry._ Peter thought _Just having a hard time focusing lately. I don't know why, but my self control has been awful lately. I mean, I was able to withstand Black Cat and she's twice as bad as Yang. This world though..._ Peter's thoughts were cut short when he noticed Jaune hit the window that could see inside the dining hall. Jaune waved as he slid down slowly making a squeaking noise. Peter pointed at Jaune and tried to get Sun's attention, but realized it would be worthless since he was focused on talking to Neptune. _I have a bad feeling about this._ "The people here are the coolest!" Sun told Neptune, "No offense to you guys of course."

"None taken." Neptune replied shaking his head.

"Did you guys seriously not see that?" Peter asked as he pointed to the window.

"See what?" Neptune asked as they opened the door to see hordes of students rush out. Neptune and Sun practically slid inside the building with Peter following right behind them.

Inside they saw a bunch of tables and chairs had been stacked to build a giant tower. With Team JNPR guarding it while Team RWBY was the only group of teens left standing. Sun's mouth was agape in amusement and surprise as he looked around the cafeteria. Neptune was extremely confused _What the hell?_ he thought. "A-HA HA HA HA HA HAA!!" Nora shouted out from the top of her tower, "I'm Queen of the castle, I'm Queen of the castle!"

"Nope." Peter said as he turned his attention away from the JNPR, "Nope. Nope. Nope. Nope. Nope." Peter continued to say this multiple times as he searched for food that wasn't on the ground. Taking Yang's advice, he began eating more. Today he had five plates of food ranging from turkey, fish, mac and cheese, ham, and meatloaf. He also carried with him a large carton of milk.

Ruby slammed her foot against a table knocking most of the food off of it. She had a small carton of milk in her hand and pointed menacingly at JNPR, "Justice will be swift, it will be painful," she crushed the milk carton in her hand and squirted milk all over the floor, "it shall be DELICIOUS!!" Ruby raised hand in the air yelling at the top of her lungs, her teammates followed behind her, minus Peter, and also joined in.

"YEAH!!" they shouted in unison.

Peter rejoined Neptune and Sun with the mountain of food in his hand and the large carton of milk in his other, "Dude, isn't that excessive?" Sun asked.

"No, I burn calories faster than I gain them. I honestly should be eating at LEAST this much everyday, but I usually have limited funds." Peter replied.

"I know how that feels, I'm from Vacuo. We aren't exactly the richest place around. But hey, 'Gotta eat to live, gotta live to eat' that's what I always say." Sun mentioned with a smile and Peter to chuckle, "You think this will be a good fight?"

"For sure." Peter and Neptune said in unison.

"Off with their heads!" Nora said as she jumped off her tower. Ren jumped on a tray and was able to lift up a bunch of watermelons before he kicked them at RWBY. Jaune threw one, and Pyrrha threw two larger melons. And Nora flipped a table full of melons.

"Damn, that red head can really handle her melons." Sun said with a slight chuckle. Peter choked on the food he was eating and laughed at the joke.

"Yang, turkeys!" Ruby yelled out. Yang rushed forward and placed her hands inside two roasted turkeys and used them as boxing gloves as she broke the melons in mid air. Yang did a back handspring to avoid more melons before rushing forward and destroying more melons causing their juices and insides to spread everywhere. A piece of destroyed melon actually landed on Peter's plate in a perfect cut.

"Dope." Peter said as he ate the melon slice.

"Dude, did that Yang girl stick her hands inside two roasted turkeys?" Sun asked.

"Nah it's okay," Peter assured the monkey with his mouth full, "she's just checking its prostate, make sure everything is working." both Sun and Neptune burst into laughter at Peter's comment.

Blake jumped ahead of Yang and grabbed two baguettes and used them as swords as she sliced through melons ahead of Yang. Yang then jumped over Blake and acted as if she shot her turkey gauntlets, they launched forward at high speeds both ramming into Jaune's face and putting him out of commission. "Oh that poor guy." Neptune commented.

Pyrrha, who had just avoided the turkeys and let them hit Jaune, also picked up a baguette and dodged an attack just in time from Blake. The two then clashed "swords" and were in a lock with the crust of the bread crunching ever so slightly. Eventually they were out of it and Pyrrha attempted a spin attack, but Blake jumped over it and sliced downwards, Pyrrha avoided her attack and sliced again but only for Blake to back handspring away and parry an attack. Blake then jumped overhead again and threw one of her baguettes at Pyrrha who

back steped away from it. Pyrrha then lunged forward and stabbed Blake in the chest with the bread and sent her flying. The bread that Blake dropped was then grabbed by Pyrrha who threw it like her spear, and then another and another. Two were blocked by Yang, but the last one struck her in the gut. "That's some hard bread dude!" Sun pointed out.

"No kidding, you have to be Bready at all costs, lest you get hit." Peter punned as he ate more food.

Ruby jumped over her sister and began shredding the table with a lunch tray. "Riding the food wave Rubes." Peter said with a chuckle. Ruby used the tray to deflect an attack by Pyrrha and sent it back at her. Pyrrha rolled out of the way and nearly got hit in the face by Ruby's tray as she came crashing into her. Ruby backflipped off and the resulting force caused Pyrrha to get knocked to the ground. Both Ren and Nora charged forward to get Ruby.

Ruby backflipped behind Weiss who had grabbed a squeeze ketchup bottle and squirted it on the ground, like when she freezes the ground with Myrtanaster. Ren slipped and collided with a bunch of tables, chairs and food and knocked them over like he was a bowling ball, "STRIKE!" Sun, Neptune and Peter all say in unison, "Ayyy!" Nora jumped from table to table until she grabbed a flag pole and ripped it off it's hinges followed by stabbing it into a watermelon and using it as a melon hammer. She went to attack Weiss and slammed the War Melon into the ground where Ruby took the hit for Weiss and flew backwards. "This is safe right?" Sun asked.

"No, not at all. That's why it's like watching a movie." Peter replied as he dug his face into a bratwurst.

After Ruby flew backwards, Weiss rolled out of the way and grabbed a swordfish and used it as if it was her Rapier. "Ha. Sword Fish." Peter said with his mouth full causing the other boys to chuckle as they caught on to what he was saying.

Nora recovered quickly from being stabbed back by Weiss' swordfish and launched forward again with her War Melon spinning it around multiple times blocking Weiss' attacks. She finished with a slam against the Heiress' chest and sent her flying into a pillar which cracked and began to fall. "Oh, shit!" Peter yelled out as he dropped his food on the ground and caught the pillar before it fell. Peter looked behind him to see if Sun and Neptune were watching him, when he saw they were preoccupied with watching the fight he webbed the pillar back together to keep it stable. Peter went to catch Weiss while she was falling but Ruby beat him to it.

"Weiss, don't leave me." Ruby said as Weiss groaned and became unconscious in her arms, "NOOOOOOO!"

"Hey, could you guys, like, NOT try and destroy the place?" Peter asked.

Ruby looked over her shoulder at Peter, "Why aren't you you fighting?" she asked.

"I am fighting." Peter replied and Ruby squinted her eyes at him, "I'm fighting my stomach's war on hunger."

Yang ran behind the two and jumped over a few tables, "Your such a wuss Peter!" she yelled out in a playful tone as she fisted two more turkey's. **_Dude. Phrasing._** I thought it was funny. **_Hypocrite._** Yang charged forward with turkey's on fist. Ren hopped over a soda machine and grabbed two leaks from off a table.

"Man, good thing he grabbed the only two leaks on that table full of cucumbers." Sun mentioned.

"What happened?" Peter asked Sun as Yang sent a kick at Ren that he blocked with the leaks, "Oh, Ren lost."

"How so?" Neptune asked.

"Upskirt. Ren lost and he doesn't even realize it." Peter said as he took a bite out of a slice of pizza. As he said that Yang slammed Ren into the ground and he gave in.

"Wow, good call." Sun said with an impressed face.

Nora took over for Ren as she kept trying to slam Yang with her hammer. Yang backstepped to get some distance then charged forward to get a punch in. Nora, having a better reach, slammed upwards with her hammer and sent Yang flying through the ceiling and even destroyed the watermelon in the process. Peter spit out the milk he was drinking, "Holy crap!"

The debris from Yang's departure came crashing down and almost fell on Blake who quickly did a back handspring to avoid it. She picked up a line of bratwurst and used it as a meat whip, _There's an inuendo here, I just don't want to mention it._ Peter thought. Blake whipped the meat forward and slapped Nora back across the room into a soda machine. The cans came gushing out and Nora chuckled as she picked a few of them up and started throwing them like grenades. The cans themselves exploded on impact with the ground when she threw them. Peter looked at the can in his hand and tossed it behind him. _Not with my luck._

While Nora distracted Blake, Pyrrha got up after all this time and slammed her hand into the ground to manipulate the cans of soda that were resting and flung all of them at Blake. Not even her clones could save her from the sticky frizzy grapeness. Eventually being bombarded with cans that exploded sending sticky liquid all over her body. **_Again, inuendo._**

 _Mmm, Parker don't say it._ Peter thought to himself resisting the urge to make a joke. Blake fell and landed on a pile of plates and food. Ruby got up after seeing that Weiss was waking up, got in a runner's stance, and blasted full speed ahead creating a vortex of food that followed in her path. It even almost took Sun and Neptune, but Peter grabbed the two of them as Ruby passed so that they didn't fly away.

Jaune and Ren both get up at the same time just to see Ruby sprinting full speed with the foodnado behind her, "Oh crap." they say in unison as Ruby stops and allows all of Team JNPR to slam against the wall and get covered in food and drink. The four fell off the wall, nkw looking like a Jackson Polluck painting, clearly the losers.

Sun turns to Neptune, "I love these guys." he says just as he notices his friend is covered in purple soda. He then turns to his right and sees Peter covered in sweets and milk, "How did I not get hit? I was in the middle."

"Parker Luck." Peter said as he wiped as much sweets off his clothes as possible. As he did this Goodwitch came through the entrance to the cafeteria with a 'not to thrilled' mood.

Both Sun and Neptune both tilt their heads as Glynda struts ahead of them, Neptune even whistles in approval. Peter gave a disgusted look at the two, "Guys. She like fifty." saying that both Sun and Neptune immediately regret what feelings they had a few seconds ago.

"That's kinda old." Neptune said under his breath.

Glynda waved her crop im front of her face and immediately began to to put the cafeteria back to the way it was. Tables and chairs flew around the room as they were put back into place with food either going into the trash or back on the table depending on if it was on the ground or not. A bowl of ice cream of all things fell and landed in Peter's hands, "Maybe my luck's turning around." he said as he took a bite, but regretted it immediately as he gained the worst case of 'brain freeze' he had ever had, "Ugh, that's how life gets ya. Throws you a bowl of ice cream and still makes you pay for it."

After Glynda put everything back into place she sighed and adjusted her glasses, "Children please, do NOT play with your food!" Peter did a quick head count and noticed a mop of blond was missing. Rushing forwards he quickly calculated where she flew out of and at what angle, then gave a general estimate on where she would land if there was little to no wind, so right in between the RWBY girls.

"What are you doing?" Weiss asked as Peter just stood next to her with his arms out. Nora from the other side burped and it was so bad that Weiss had to blow it away, she wasn't even near Nora! Suddenly the ceiling broke again and down came Yang who landed safely in the arms of Peter.

Yang looked up and gasped in excitement, "I've always wanted to be saved by a giant chocolate bar!" she said referring to vast amounts of chocolates and other sweets that covered Peter's body. Peter just rolled his eyes as he set down his blond member.

"Yeah, well, I've saved you what, four times now? Man, one more and you get a free coffee!" Peter joked. Yang smiled and wiped some chocolate off of Peter's face with her finger and started to bring it towards her mouth, "I wouldn't do that if I were you." Peter said, but it fell on deaf ears as Yang stuck her finger in her mouth...and then immediately started gagging. Peter began to laugh hysterically, "I told you not to do that! That's more than chocolate you know! That's like chocolate, gravy, grape soda, and who knows what else." he continued to laugh as Yang was nearly puking, "That was so gross! Ahahaha!" the others began to join in at Yang's expense and soon, after coming to terms with what had happened, so did Yang.

Glynda sighed as Ozpin walked up next to her, "Let it go Glynda." he said as he patted her shoulder.

"They're supposed to be the defenders of the world, and he's supposed to be here to somehow stop some great evil." she said the last part referring to Peter.

"And they will be," Ozpin assured, "but right now they are still children. So why not let them play the part. As you can see with one of them, it's not a part you get to play forever." Ozpin mentioned as he walked away drinking from his coffee. Glynda looked at Peter who, for once in the last few weeks, looked genuinely happy.

"Poor kid." she said as she followed Ozpin.

"Man this stuff is gross! I get first dibs on shower!" Peter yelled out.

"Well not if I get there first!" Ruby said.

"Get in line sis! Mama's got hair to clean." Yang yelled out as she sprinted after the two.

"As if, I deserve that shower!" Weiss yelled.

"I'll just take mine last I guess." Blake said as she walked back to her dorm.

oOoOoOoOoOoOoOoOo

Mercury and Emerald returned back to Roman's warehouse where his crew was loading up bullheads with supplies to take to the underground base, or just a different hideout in Vale. "Hard at work I see." Mercury mentioned with a smile. Roman turned and saw the two teens.

"Oh look she sent the kids!" he said as he wrapped his arms around their heads, "Oh, it's turning out just like the divorce."

Emerald shivered at the thought of Roman being married or even worse, "Spare us the thought of you procreating please."

"That was a joke." Roman said.

"So, you're a virgin? Or was the having a kid part the joke." Deadpool who was sitting on a table behind Roman mentioned.

"Who's side are you on?!" Roman yelled out as the two teens behind him snickered. He pulled out a piece of paper that he lifted from Emeralds person, "Where did you get this address?" he asked.

"What the-?" Emerald felt around her back pockets and noticed the paper she had was missing.

"I'm a professional sweetie, try to keep up. So I ask again, where have you been all day?" Roman asked this time more aggressive.

"Cleaning up your problems!" Mercury said pointing at Torchwick.

"I had that under control..." Roman said through his teeth.

"Two packed bags and a ticket to Vacuo said otherwise." Mercury interrupted.

"Listen you little punk. I it were up to me I'd take you and your little friend and-"

"And do what Roman?" a female voice asked. Everyone looked up to see Cinder. **_Oh crap here we go._**

"Uh, not...kill them?" Roman laughed. Emerald walked up to Cinder and tried to get some form of acknowledgment, but didn't receive any.

"I thought I asked you to take care of the would be runaway?" Cinder asked.

"He was going to Vacuo, or at least he would've of we didn't snuff out the little rat." Emerald spat.

"Actually, I think he was a cat." Mercury mentioned.

"What like a Puma?" Deadpool replied.

"Yeah man, there you go."

"Deadpool..." Roman gritted through his teeth, "I thought I asked you to take care of that."

"I did." Mercury and Emerald looked at Deadpool with surprised looks, "What? You kids think that one bullet kills a guy? Did you forget about aura, about blood? If there ain't blood, he's fine. So I shot him." Deadpool pulled out his scroll to show a before picture with no blood and an after picture with blood.

Cinder turned to her lackey's in frustration, "Did I not SPECIFICALLY instruct you two to keep a low profile?" Roman was behind Cinder laughing, mocking the teens.

Emerald rubbed the back of her head, "Uh, we thought-"

"Don't think. Obey." Cinder turned to Deadpool, "Way to get the job done. It's nice to see somebody has competence here." **_Woah, did she just say something nice about us?_** "Roman! Time for next phase. I'll send you coordinates tonight." Cinder walked away with her lackeys in tow. Roman reached for his lighter in his jacket, but couldn't find it. Emerald turned around with it in her hand and stuck out her tongue as she left with it.

"God dammit." Roman said as he stood there, smokeless.

"He tricked us." Emerald said, referring to Deadpool.

"Then we just have to keep a watchful eye on him." Mercury replied. The two looked at each other and grinned.

oOoOoOoOoOoOoOoOo

 **Something new I'm working on. Enjoy.**

 _My name...is Kaine Parker. If you are reading this then you may know who I am, but for those of you that don't, let me give you a synopsis. A couple months ago I was created, brought into this world by a company called A.I.M. I was created to be the perfect clone of the crime fighting vigilante The "Amazing" Spider-Man. Some perfect clone I turned out to be. I lacked some of his key features like his ability to sense danger as it approaches him. What I lost in semi-omnipotence I gained in strength and superior ability. Unlike my template I can spin organic webbing, can see in the dark and retractable stingers that I can use to inflict damage on my opponents. I know my whole life story, and yet I don't know who I am. If you find this, then make sure that experiments like me are never created again. God knows how awful that last clone invasion worked out._

oOoOoOoOoOoOoOoOo

Kaine folded the piece of paper and placed it in the inner pocket of his green overcoat. He wasn't necessarily trying to blend in, but he didn't have too. His long hair is enough of disguise from anyone who may think that he looks like his template. But with his coat he also wore a maroon hoodie and dark green pants. He wore a pair of Converse that he knocked off from a Sears just so he had shoes. With the absence of Spider-Man and his clone brethren Ben Reilly, Kaine had been somewhat left to himself in New York. Occasionally he'd run into the two of them doing one thing or another, but almost immediately would be scolded for helping. It's not his fault he's aggressive, he's just created that way.

The night was dark and the lower Manhattan nightlife was alive. Prostitutes, tourists, drunks, they looked the same after awhile. God forbid if he actually ran into a drunk tourist hooker. _Damn people! Get out of the way, be a nuisance in Jordan._ A scream was let out by what sounded to be a middle aged woman, "He stole my purse! Somebody stop him!" Kaine turned to see the mugger running in his direction. Holding his arm up Kaine clotheslined the purse snatcher at his face, breaking the man's nose and shattering some of his teeth.

"Don't steal." Kaine said dryly as he picked up the purse and returned it to the woman.

"Ohmygod, thank you!" the woman hugged her purse with joy. Kaine could smell the alcohol on her breath, bourbon, a lot of it too. _She must have been kicked out of the bar recently_ he thought. "You-You-You're my h-hero. _*hiccup*_ " the lady said with a drunken smile before she blew Kaine a kiss.

"Hmph." Kaine put his hands in his pockets and walked in the other direction.

The girl scoffed at his gesture, "Yeah well _*hic*_ w-whatever you ugly bastard! _*hic*_ Guess you won't be getting any of theash!" she slurred as she pushed up her breasts and flipped off Kaine as he walked away.

"Whatever...bimbo." Kaine walked for a little while longer and eventually crossed the Manhattan bridge to get to Queens. Gunshots were heard in the distance, _Sounds like fun._ Kaine got himself a running start before jumping high into the air and shooting a web line against a building and swinging his way towards the noise.

The gunshots continued to blare as a group of gang members were holding themselves off against Frank Castle: The Punisher. "Ain't no one afraid some ex-Army with PTSD!" one of the black members yelled out as he fired more rounds at the Punisher's form of cover.

The Punisher took a drag of his cigarette before putting it out on next to the sidewalk. "Yeah, right." Frank pulled out a flash grenade and tossed it at the group of gang members ahead of him.

"Oh shi-" one of the men shouted out before the flash went off blinding all of them in the small area. Frank quickly moved out from cover and rushed the group of men, slamming the first one he saw into the hood of the car they used for cover before he shot him in the head. The others finally regained their sight and tried shooting the Punisher, but he seemed to be untouchable as he moved behind the cover of the car and then quickly shot the feet of anyone that was uncovered. Most of the men fell to the ground in pain. Frank then got out from cover and tossed a knife at one of the men he couldn't get and got his arm prompting the man to scream in pain. Castle then moved to a man who began to get up and kicked him in the face before shooting him with the military grade rifle that the gang member had acquired. _Strange_ Frank thought. He was brought back to reality when one of the men shot his chest, Frank was wearing a bullet proof vest sure, but it still hurt. Frank quickly disposed of the man that shot him by shooting him in the face.

The final member, the black man from earlier, pulled out a Glock and went to fire at the Punisher's head while his back was turned. Suddenly a sticky strand attached itself to the gun and stopped it from firing, it then was yanked from the man's hand, "What the-" the man couldn't finish his thought as his head was forcibly slammed against the trunk of the sedan "GYCK!" the man yelled out as his face was smashed.

Punisher turned and faced the new arrival, Kaine. "I could have taken care of it."

"Tch. I don't think a human like you could survive a bullet to the head. But if you truly feel that way, the next time it happens I'll be sure to let him shoot you." Kaine retorted. "And don't worry, he's still alive."

"Good, maybe he can give me answers on why low level thugs like these guys have military grade weapons." Punisher picked up the man from the indent in the trunk, his face a bloody mess. It was a miracle he was alive at all.

Kaine waved his hand and began walking away, "I could care less. Queens is Spider-Man's turf. And if things get bad with him not here, then that's his problem." Kaine shot a web line and swung away from the skirmish.

"Sheesh, I think I prefer the Web Head." Punisher said before he began his interrogation.

 **A/N: I hope you guys like the chapter. The bottom part, as said, is another project I'm working on, just wanted some feed back. It won't be a full story just a mini series, maybe 4-5 parts. I won't say much, but it will feature Blade as a supporting character and Kaine as the main. The story won't lead up to Kaine crossing to Remnant, but there is another ally he may run into later on. But, I will only write it when I don't have any ideas for the other stories, so probably a chapter every month, maybe longer. Anyways, the next chapter will be in a couple of weeks as I am going to do a chapter for the Ben Reilly fic then come back to this. Until then, laters sheeple.**

 **Edit: Fixed problem at the end of chapter and with Kaine.**


	31. Blakest Night

**Blakest Night**

Cinder, Mercury and Emerald had to make a quick stop at Roman's Warehouse before he moved out to make a...'special' request. She opened up a large door to find the scientist she was looking for hard at work, "Hello Octavius." she greeted.

"Ah, Ms. Fall. Welcome, welcome, sit down, allow me to show you my newest invention." he snapped his fingers and a couple of White Fang members brought out a large cage with the Lizard constrained in it--acting quite feral. Otto seems to think that the change in atmosphere and the existence of Faunus in this world has caused Connors' latent primal instict to take control. The Lizard eyeballed Emerald and licked its lips as it stared into her eyes.

"I don't like this thing." Emerald stated.

"What is this Otto? You plan on letting this feral beast loose?" Cinder asked.

Octavius gave a chuckle before he pushed a few buttons, "No, no Ms. Fall, I have perfected my control on Doctor Connors!" an electrical current ran from the collar placed around Lizard's neck and spread though his entire body. It screamed in pain and once the current was done. Lizard's green slitted eyes glossed over and he calmed down. The White Fang member opened the cage, "Lizard! Approach!" Octavius commanded and the Lizard walked out and stood next to the metal armed scientist.

"So your animal does tricks, so what?" Mercury insulted.

Octavius smiled deviously, "Lizard...kill." the Lizard's eye's became red as he attacked the two White Fang members in the room.

"Wait, wha-AGH!" the two faunus couldn't speak as they were thrashed apart instantly. All that was left were the two bodies in a bloody puddle on the floor.

Cinder smiled intently, "The Lizard has been promoted...to underground squad."

"And what of me?" Otto asked, "I've helped upgrade the weapons and armor, but the White Fang have little results!"

"I want that Spider hunted down and destroyed! And I'd like you to make use of the technology that the Atlesian Military has graciously loaned us." Cinder smiled again, "Tell me, how have those blueprints been coming along."

Otto adjusted his glasses and brought out the blueprints, "Ah, yes the Spider-Slayers. I'm missing one crucial ingredient, I need some of his blood so that I can track him."

Mercury and Emerald looked at each other, "You mean like the dry blood splattered all over the rubble at the docks?" Mercury asked.

Otto rubbed his chin, "That could work. If you can retrieve even the dry blood for me, I should be able to place it in the scanners of the Spider-Slayers and they should be able to track and attack anything with that DNA."

"Good," Cinder said as she and her colleagues began to leave, "I'll have Deadpool take Emerald and Mercury to retrieve some." Cinder promised much to the teens dismay.

"Hahaha. Enjoy yourself now Spider-Man, soon, I will have my revenge!" Otto declared as he began his work on the slayers.

oOoOoOoOoOoOoOoOoOo

"AH-CHOO!!" Peter sneezed. He, Ruby, Weiss, Blake and Yang all sat together in the library along with JNPR who were doing their own thing. The girls were playing a RISK type board game called 'Conquer Remnant' but instead of dice it used Yu-Gi-Oh style cards. Well, Yang and Ruby were playing anyways. Blake looks bored out of her mind and Weiss has no idea what she's doing. Peter is deciding to mind his own business by coming up with new ways he could implement Dust into his Web Shooters. "Yang Xiao Long, prepare your kingdom for battle!" Ruby declared.

"Bring it on!" Yang challenged with a fist pump.

"I deploy...The Atlesian Airfleeeet!" Ruby said as she slammed the card onto the table. Yang gasped in surprise at the move, "Looks like I get to fly over your Ursai and attack your walls directly." she said smugly forming her hands into a bird and making an airplane noise.

Yang gasped again, "You fiend!"

"And, since Atlas is apart of Mantle, my repair time only lasts...one turn." Ruby added with a devious grin.

Yang chuckled making Ruby frown in confusion, "Pretty sneaky sis, but you just activated my trap card!" Peter was placed into a snickering fit after he heard that _All I can hear is Dan Green in Yu-Gi-Oh!_ Peter thought.

"What!?" Ruby yelped in fear.

"Giant Nevermore!" Yang shouted as she slammed her fist against the table making all of the pieces jump, "If I roll a seven or higher, veiled feathers will slash your fleet in two!" Yang explained.

"Buuut, if you roll a six or lower the Nevermore will turn on your own forces!" Ruby countered.

"Well that's a risk I'm just willing to take." yang picked up the die and was about to launch it onto the board when she stopped herself and held her fist in front of Peter's face. He looked up from his notebook as Yang held the die open palmed with a big grin on her face, "Do me a favor and blow on them for me...please?" Yang asked puting her right index finger to mouth and making her bottom lip quiver. Peter cocked an eyebrow and looked at the die for about three seconds before he decided to blow on Ruby.

"That will be more helpful, trust me." he said before going back to writting.

Yang shrugged her shoulders amd rolled the die and got a perfect twelve. "WOOO! PARKER LUCK!" she yelled out in joy as Ruby cried in disbelief.

"My fearless soldiers!" Ruby cried as her fleet was taken out and thrown across the library to JNPR's table where they, like responsible students, were studying...well except Nora, but that was to be expected. Jaune tried to get away with reading comics but Pyrrha took it away from him and gave a history book to help him review. She, of course, wanted to read the comic. "Have you know heart?" Ruby cried at her table as Yang threw more of her pieces away, a few hitting Jaune.

Defeated Ruby slumped against the table crying, "This is all your fault." she said quietly causing Peter to rub his neck nervously.

"Well Weiss, it's your turn." Yang mentioned.

"I have...absolutely no idea what I'm doing." she replied.

"Oh it's easy Weiss, even Peter could do it!" Yang said.

Peter nodded, "Yeah Weiss, like so, you're Vacuo right?" Weiss nodded, "Well, from what I have seen, any card that is attributed to your kingdom gets a power bonus."

"That sounds dumb." Weiss replied.

"No it's not, it's like RISK meets Magic, look so you have, Sandstorm, Desert Scavenge...Oh, Resourceful Raider!" Peter said as he read through Weiss' cards, "See, with this card and the bonus you can take Ruby's trashed fleet," Ruby cried, "and put it in YOUR hand."

"Okay..."

"And since your Vacuo and they have an uncanny endurance against natural hazards, if you used Sandstorm you could infiltrate Yang's kingdom without going through her defences first."

"I hope you realize that I will not put up with this declaration of war." Yang said pointing menacingly at Weiss and Peter.

"Yeah yeah yeah!" Peter waved her off.

"So that means what exactly?" Weiss asked.

"You're only three moves away from conquering Remnant!" Ruby cried again.

Weiss stopped she was stone faced, then suddenly she was crazy standing above all of them laughing, "Hahahahaha! Yes, fear the almighty power of my forces. Cower as they pillage and weep as they take your children from your very arms!"

"Trap card." Yang said killing Weiss' mood. She quickly rearranged the pieces on the board so that no more were in Vacuo, "Your forces have been destroyed. Thanks for the luck Pete." Yang said as she winked. Peter sighed as he gave a thumbs up and went back to making more ideas.

"I hate this game of emotions we play!" Weiss yelled out, "This is your fault Peter!"

"Be strong Weiss, we can get through this together." Ruby said as she hugged Weiss.

"Shut up. Don't touch me!" Weiss said as the two still continue to hug and cry together.

 _Maybe I should make two batches next time and have one of them have ground up Ice Dust mixed into it...I wonder if the webbing will come out similar to Ice Bullets._ Peter wrote down the plan for that and if succesful, he would make a new Tazer Web batch using that same method instead of the one he currently used which had the crystal hooked to his Web Shooters and would only activate of extra pressure was added.

"Well Blake, you're up." Yang said with her hands behind her head.

"Hm? Oh..." Blake looked at her cards with a tired expression, _I really don't have time for this._ she thought. "Sorry, what are we doing again?"

"You're playing Vale trying to conquer Remnant." Yang responded. Blake nodded her head as she looked through her cards. Jaune, being tired of reviewing, thought he'd try and join.

"Hey, could I play?" Jaune asked.

"Sorry Jaune, but we already have four players." Ruby replied.

"Don't worry Jaune, you could help the girls like I was doing...you know until bad things happened." Peter said with a chuckle.

"Don't encourage him!" Weiss snapped, "Besides, this game requires tactical cunning that I seriously doubt you have."

"You attacked your own naval fleet two turns ago." Yang and Peter said in unison. "Hey off topic, but do you guys think that if I fuse powdered Ice Dust with my web fluid it will make ice webs?" Peter asked.

"Bring it on Ice Queen, I'll have you know that I'm a natural born leader." Jaune said with pride.

"Oh no one's going to answer me? That's cool I guess." Peter said.

"Nah, we just don't know big sciencey science stuff like you do Pete! We haven't seen synthetic webbing until you came around, so we don't know what could happen." Ruby replied with a smile. Peter returned the gesture by ruffling Ruby's hair.

"Who told you that?" Weiss asked responding to Jaune, "Your mother?"

"And Pyrrha!"

"Hello again!" Pyrrha called from the back waving.

"C'mon, let me play your hand for a turn." Jaune pleaded with his hands clasped.

"I don't trust you with the fine citizens of Vacuo." Weiss responded pulling her cards closer to her chest.

"Why not?" Jaune shrugged, "You've trusted me with more important stuff before, like how Blake is secretly a-"

"Fun loving person! Whom we all admire and respect!" Pyrrha said covering Jaune's mouth so he didn't spill Blake's secret. The two looked at Blake who frowned at Jaune _I may have to kill him one day._ Blake thought.

"Right. That." Jaune coughed, "Ladies, enjoy your battle." he finished with a bow.

"Sup losers!" called out the voice of Sun who had just arrived with his teammate Neptune.

"Hey Sun!" Ruby greeted with a wave.

"Monkey King." Peter acknowledged with a nod and continued with his work.

Sun smiled and pointed at Peter, "Ruby, Yang, Blake...Ice Queen." he said pointing to each of them.

"Why does everyone keep calling me that?" Weiss asked with a disgusted face.

"Because you're **Weiss** cold." Peter punned making Weiss groan, "Sorry if that pun was a little **Schneezy**." everyone groaned, except for Yang who could barely keep her laughs in. " **Weiss** you have to be like that towards me, can't you **Schnee** it's hurting my feelings?" Yang fell out of her chair laughing while Nora awoke from her slumber and threw a book at Peter, to which he caught easily. "I'll stop now." Peter said with a smile.

"Thank you." Weiss said taking a breath of relief.

"Sorry to **Pun** ish you." Peter added.

"DAMMIT!" Weiss shouted as she slammed the table.

Sun kept smiling and nodding until the attention was back to him, "Oh, is it my turn again? Uh, anyways, I never got a chance to formerly introduce my teammate."

"Um, aren't libraries for reading?" Neptune asked.

"Thank you!" Ren shouted.

"Dude, don't be a nerd." Sun whispered as he jabbed Neptune in the side.

Neptune's spine shivered at being called 'nerd', "Uh, intellectual." he said making hand gestures to prove his point. "I'm Neptune." he said finally introducing himself to everyone else.

"So Neptune, where are you from?" Weiss asked fluttering her eyes.

"Haven." Neptune responded. He began making his way towards Weiss, "And, I don't believe I caught your name...Snow Angel."

Jaune was in the back by Peter pounding a book case, "Oh come on!" Peter could only pat his friends back in support.

"Um, I'm Weiss." Weiss responded with a smile.

"Well it's a pleasure to meet you." Neptune responded with a bow.

"You know, I never took you as the board game type." Sun mentioned trying to make conversation with Blake.

"Yeah." Blake responded before she put down her cards and got up from her chair, "Well, I think I'm done playing actually. I'll see you guys later." she walked away leaving everyone to wonder what was wrong.

Nora shrugged, "Women." Peter narrowed his eyes before he closed his book and left as well, "And men too, apparently." Nora added.

oOoOoOoOoOoOoOoOoOo

Blake sat in her room thinking about the Battle at the Pier--docks. She remembered everything vividly.

oOoOoOoOoOoOoOoOoOo

 _"Brothers of the White Fang, why are you aiding this scum?"_

And Torchwick-- _"Oh, okay, someone didn't get the memo."_

 _"What are you talking about?"_

 _"Oh Deadpool!"_ and then she remembered Deadpool in a suit.

 _"Ahem, Article One, Subsection B, Paragraph 2: Team Up. 'From this day forth, the parties offered(White Fang) will assist the offering party(Torchwick) in stealing all the dust in the kingdom in exchange for getting more followers to join the offered parties group. The offered party are only asked that they listen to what the offering party says, no matter the circumstances.' end quote."_ she shook her head off that strange part, but the gist of it was, Torchwick was working with the White Fang and whatever they were doing was bad news.

Blake's mind began to wander again this time to directly after the fight, after they brought Peter to the nurses and she had a talk with Ozpin.

 _"Well,_ _this has certainly been an eventful evening._ she remembered how he greeted her, he was kind and soft spoken. He didn't try to harm her, yet she still felt threatened. Blake remembered how she looked up at the man not responding to his previous statement, _"I'm sure that after a night of thwarting attempted robbery and saving your friend from near death you just want to be by his side. But,_ he had sat down and Blake remembered his cane being placed in front of him, it had strange inscriptions on it, but it looked like a normal can otherwise, _"I was hoping we could take this chance to talk._

 _"Of...course."_ Blake remembered she hesitated slightly, being out of fear for her injured friend or uncertainty of the talk with the headmaster she still doesn't know.

 _"As you know in order to enroll in my acadamy, students must first pass a rigorous entrance exam,_ Blake remembered not understanding what Ozpin was getting at, but nodded all the same, _"Most applicants spend many years training at one of the many combat schools around the world. You were one of the few who did not."_ he had taken a sip of his coffee then, but even as he did so Blake saw that his eyes never left hers. _"And you passed the exam with flying colors."_

" _I was raised outside the kingdoms, if you can't fight you can't survive."_ Not necessarily true for her life on Managerie, but for her latter life it was.

 _"Well you have most certainly survived Blake. I admire your drive and I am proud to run a school that accepts individuals from all walks of life. Rich, poor, human,"_ he took a sip of his coffee, _"faunus."_ it hadn't caught Blake by surprise at the time, after all she had to state her race on the application for Beacon. Yet she still remembered vividly squinting her eyes in frustration as if Ozpin had broken some form of contract, _"Why do you wear that bow Blake? Why hide who you are?"_

 _"You may be willing to accept the faunus Professor Ozpin, but your species is NOT."_

 _"True. But we are continuing to take strides to lesson the divide."_

 _"With all do respect, you better start taking some larger strides. Until then I want to avoid any unnecessary attention. I want people to see me for WHO I am, not WHAT I am."_

 _"And WHO are you?"_ Blake was taken aback by this question.

 _"I-I don't understand what you're asking."_

 _"How did you know the White Fang would be at the shipyard tonight?"_

 _"I didn't, I just happened to be at the right place at the right time."_

 _"You wouldn't have been the first. Though I suppose that 'Spider-Tracer' left on your friend by Spider-Man proved useful for him to rescue you. I don't think you could've handled someone from his rogues gallery."_

 _"I've dealt with worse."_

 _"Indeed, but what happened tonight was not an isolated incident. I may be your headmaster, but I am also a huntsman. It is my sworn duty to protect this world from the forces that conspire against it. Now, are you sure there is nothing else you'd like to tell me?"_

 _"I'm sure."_

 _"Very well. Thank you for your time, Ms. Belladonna."_ and with that Ozpin left, leaving Blake to contemplate what had happened and what he was talking about. Why would she help the White Fang if she was stopping them? Did he not believe her?

oOoOoOoOoOoOoOoOoOo

There was a knock on her door, "Knock, knock," it was Peter, "May I enter?"

"At your own will." Blake responded with a slight smile. Peter opened the door and saw her resting in the fetal position on her bed. He walked over and sat next to her mimicking her posture--It's a communication thing that he learned in PSYCH 101 Freshman year.

"What you thinking about?" he asked.

"Just..." Blake took a heavy sigh, "just a bunch of stuff that's all." she became a tighter ball and Peter moved closer to her.

"Torchwick?" he asked. Blake nodded, "Yeah, me too." Blake looked up from between her knees, "He's been bugging me lately, I mean, he has like three more of the Sinister Six with him, and all are some of the strongest foes I've faced. I have to know when they'll strike and where." Peter said while pounding his fist into his palm.

"More dangerous?" Blake asked _I didn't think that was possible!_ "So counting that red guy, who else?"

"Huh? Oh no, that's Deadpool, he's not part of the Sinister Six, he's my...friend." Peter looked as if he was going to throw up saying that. "Besides, Torchwick is the real concern hear. He has a master plan, I can feel it. I just don't know what it is or why. I'm thinking of doing some reconnaissance tonight." Blake nodded now bearing a more comfortable and spread out posture, "Would you...like to join me?" Peter asked. Blake's eyes widened in surprise at the question.

"REALLY?!" she asked latching onto Peter's shoulders not believing what he was offering.

"I mean, yeah. Aside from Ruby, you're the fastest one on the team and are more likely to keep up with me on patrol, so I figured 'Hey, Blake amd I should hang out tonight'." Blake blinked a few times before nodding her head yes repeatedly. "Okay that settles it, on one condition." Peter said holding up a finger.

Blake cocked an eyebrow and twitched her bow, "What's that?"

"Can I fell 'them'?" Peter asked with open palms.

Blake's face went red from what he was asking. She placed her hand to her mouth and turned away shyly, "Peter Parker...that's...scandalous."

Peter cocked an eyebrow, "What why?"

"Because what you're asking is..." Blake crossed her arms and covered her chest.

Peter's face went red from the misunderstanding, "WOAH, WOAH, WOAH," he yelled out waving his hands back and forth quickly and shaking his head, "Ears, EARS! I meant, could I feel the ears?!"

Blake's whole face turned a shade of red similar to that of Ruby's cloak, "My ears...yes of course." she coughed slightly into her closed hand, "I-I-I mean, what else could you be talking about?"

"Exactly." Peter said quickly. Blake took a deep breath before revealing her ears to Peter. It wasn't anything he hadn't seen before, they were both a healthy size with great peaks. He moved his hands slowly and gripped them with his thumb and index finger for both ears. He then began to rub each one slowly, "This is so cool. I don't think I'll ever get tired of this."

"Relax Pete, there isn't anything special about them." Blake said her face flush.

"Maybe to you, but it's not everyday I get to see these you know! They're so soft, and kinda big. My fingers disappear when I touch them." suddenly the door to the dorm was kicked open and inside came Yang and the rest of the team.

"A-Ha! I knew it, I knew you two were--were..." Yang pointed, thinking she had found something out, but all she saw was Peter and Blake staring at her confused while Peter gripped Blake's ears, "Um...what are you doing?"

Peter looked at his hands and felt a sense of shame being seen by his teammates, "Um...a science...experiment?" he said unsure of himself. He looked at Weiss who crossed her arms and had tilted her head in confusion, "Okay Blake, now I'm going to see if the friction from my hands and your ears make my body warmer." he said as he rubbed Blake's ears in a slightly more sensitive spot causing her to recoil a bit _It's definitely making my body warmer thanks!_ she thought with her face red.

"Relax," Weiss said, "This is all just an innocent misunderstanding."

Peter let go of Blake and both quickly stood up, "Oh thank God!" he looked at Blake with a grin, "I'm terrible with improv."

"I thought you guys were...doing things...my bad." Yang said with a cheeky grin as she rubbed the back of her head. The group began to laugh at the whole thing. "I mean, who SAYS those things unless doing 'that' thing?"

Blake giggled at Yang's explanation, "Yeah Peter. 'Phrasing'." she said mimicking Peter.

"Ha ha, I get it, I'm weird." the others continue to laugh for a bit longer until they decided to get serious again. Blake decided she was going to get some fresh air before their team meeting or whatever it was.

She had just reached the door when Weiss had stopped her, "Stop." she said pointing to Blake. Blake quickly closed her hands and turned around, "Lately you've been quiet, anti-social and moody."

"Uh, have you met Blake?" Yang interrupted.

"Which I get is 'Your thing'," she said with air quotes, "but, you've been doing it more than usual."

"Weiss." Peter interrupted.

"Not now," she put her hand in Peter's face and made him back away, "Quite frankly, is unacceptable. You made a pormise to me, to all of us, that you would let us know if something was wrong."

"Weiss." Peter tried i terupting again.

"Just a minute! So Blake Belladonna...WHAT. IS. WRONG!" she yelled out pointing down on Blake all while doing a balancing act on a chair before quickly putting it back.

"Weiss."

"Hold on, adults are talking." _Rude, is that what I do?_ Peter thought.

"Weiss, it's good, I took care of it." Peter said shocking everyone, "Why does that come as a surprise?"

"Well, what was your solution?" Weiss asked.

"I take her on a Swing Along. We go out, search for clues and return later tonight." he said with a smile.

"Clues?" Ruby asked before she frowned, "Thinking about Torchwick?"

"Torchwick, the White Fang all of it! Something big is happening and no one is doing anything about it!" _Just gonna let that one go._ Peter thought.

"Ozpin told us not to worry," Yang interjected, "Between the police, the huntsman and...this guy," she pointed to who couldn't think of anything so just instinctively did a Fonz impression, "I'm sure they could handle it."

"But they're not! No offense Peter." Blake apologized.

"All good."

"They don't know the White Fang like I do." Blake finished with a distraught expression on her face.

Everyone looked at each other unsure of what to think of the situation, the two sisters just shrugged and Peter folded his arms, "Okay," Weiss started, "between blowing up night clubs, stopping thieves, and fighting for freedom, I'm sure the four of you all think you're ready to apprehend these neigherdowells." she said folding her hands against each other, "But let me once again be the voice of reason, we're students, we're not ready to handle this sort of situation."

"Well yeah, but..." Ruby tried to make a counter argument but instead could only chuckle.

"We're NOT ready!" Weiss said finitely.

"And we may never BE ready!" Blake argued, "Our enemies aren't just gonna sit around and wait for graduation. They're out there...somewhere planning their next move, and none of us know what it is, but it's coming! Whether we're ready...or not."

Peter stepped into the center of everybody with a hand raised slightly. "Okay, I know we're young, and Weiss is right we aren't ready, but that isn't the point. The point is, the best didn't get there without a little experience. Steve Rodgers, one of the most influential heroes in my life had his share of firsts. Nothing was perfect, he went through a war and was frozen before being found nearly 70 years later. Then he had to learn the new world. But he learned from his experiences and trusted himself to push the limits and break glass ceilings...both metaphorically and literally."

"Badass." Yang whispered.

"Tony Stark, the Invincible Ironman. He wasn't always the guy he is today, he used to make weapons and sell them to the military, after he saw what they could do in the wrong hands he became a man that strove for peace, searching for alternative forms to fuel, power, and a more efficient way to clean water. All while he helped save the world from things like Invaders and Robots." he turned to the heiress, "Weiss, you say we can't do this, but I've been doing this for two years now. I was Ruby's age when I started and I only got better later in life. Sure it seems hard at first, but you learn to get better, smarter, faster, stronger. One time, a building collapsed onto me, and I thought I was done for."

"A whole building?" Ruby asked with a mixture of excitement and fear.

"Yes Ruby, a whole building. I was scared, I wanted to give up, I was just a kid like you said Weiss. But I looked deep into myself, and said 'I can do this' I believed in myself because I was the only one I could believe in. No one was going to save me that day, not Captain America, Ironman, or...Human Torch. It was gonna have to be me. And I did it. I tested my limits and I lifted a building off of myself and nearly destroyed my muscles doing so. Those people, those heroes--similar to your huntsman--they didn't get where they were today by doing nothing, they took a stand and said, 'Something must be done.' and they did something and they helped change the world. So if we dig deep in ourselves we can find our inner Captain America, Ironman, or Thor, and we can push forward for a greater tomorrow! It's like my uncle used to say, 'With great power, comes great responsibility.' So what do you guys think? Are we doing this, or what?!" Peter was pumped, he got his own heart racing, he felt like he could take out Yang in one punch.

Everyone was silent, reflecting at Peter's speach, "Wow...that wasn't terrible." Weiss said with a smile. Peter gave a cocky grin in return.

"Okay," Ruby said gaining everyone's attention, "All in favor, of becoming the youngest huntsman to singlehandedly bring down a corrupt organization conspiring against the kingdom of Vale... Say aye." she said all that while doing comedic poses and finishing with a raised hand.

"Yes!" Yang fist pumped, "I love it when you're feisty," she said pointing to Blake, "and I love your enthusiasm." she said to Peter who performed their handshake with her, two hand slaps and then bumping their forearms followed by them saying 'Boom'.

"Well, I suppose it could be fun." Weiss said while she looked at Peter _His world is certainly...interesting._ she thought.

"Aye." Peter said raising his hand.

"Thank you!" Ruby shouted.

Blake couldn't help but smile at her team's antics, "Alright then, we're in this together."

"Let's make a plan." Ruby said but quickly dropped the subject when she realized something, "I left my game in the library." she said before quickly dashing out of the dorm.

"We're doomed." Weiss and Peter said in unison the former massaging her temples while the latter pinched the bridge of his nose. "Okay, well while she's out," Peter started and brought out some note paper, "Let's make a plan."

"So Ruby and Weiss will go together to get information on missing shipments..."

oOoOoOoOoOoOoOoOoOo

Night time. Team RWBYS is asleep in their dorm, except Peter who woke up to get ready for his Midnight Patrol. He opened the window, but realized he was missing one crucial element, "Blake," he whispered shaking her lightly, "Blaaaaake." she groaned slightly and opened her eyes, seeing him nearly perfectly.

"Hm?" she asked still groggy.

"You coming?" he asked. Her eyes shot open as she quickly removed her sheets showing she was dressed and ready, "Alright, let's go." he had Blake wrap her hands around him as he crawled along the wall of the school, making sure to close the window on their way out.

"It's a little cold." Blake mentioned gripping Peter tighter. He smiled and jumped off the wall web zipping his way to the transport ships. Blake, well, she was holding on for dear life.

oOoOoOoOoOoOoOoOoOo

Once in town, the two swung around to every shady point in town searching for clues to Torchwick's current hideout or at least some lug-head stupid enough to talk about it. Instead the only credible piece of information the two could get was the location of the next White Fang meeting. Convenient for their plan tomorrow, but not solid enough. "Damn." Blake said aloud catching Spidey's attention, "Not a single thing on Torchwick, and no action either. Are your nights generally this boring?"

"No, they usually involve me stopping a theft, robberies or even a shootout or two." Spidey replied.

" _Sanction, subject Spider-Man found. Looking to capture for questioning._ " the two looked at each other confused before turning around. Blake nearly jumped off the roof seeing what it was.

"What is that?" Spidey asked.

Blake drew out Gambul Shroud, "That's and Atlesian Knight-190. Androids that make up a bit of the Atlesian Military, they also make crappy gaurd dogs." Blake said with a smile. Spidey stretched his arms out before jumping into a ready position.

"Robots are cool too. I'm down with the one-zero-one-zero-zero-one thing." he joked.

" _Instruction, stand down and come quietly or suffer dire consequences._ " the android told Spider-Man.

"Oh yeah, you and what army?" he asked. Just as he said that twenty more AKs appeared and joined the one next to it, "Oh, me and my big mouth."

" _Instruction, Spider-Man, by order of the Kingdom of Mantle, you are under arrest by the Atlesian Military. Surrender or face the consequences._ "

"Wanted in Mantle? I've never even been to Mantle!" the front line of the AKs brought out their hand guns and aimed them at the duo.

"Screw this, I say we take them out." Blake mentioned, though she secretly didn't want to get found out for being one of the perpetrators that helped steal that train.

 ** _Music Que: From Shadows_**

Blake dashed forward at a group of the AKs using her semblance to evade and distract them. She slashed one of them in half just before he let out a shot. The others around it couldn't react fast enough and were quickly brought down afterwards. She tied one up with the ribbon to immobilize it and fired on it until it was nothing more than scraps. Once she had finished putting bullet holes in it she pulled it towards her and watched as the body frame collapsed instantly _Too easy._ she thought with a smile.

A set of eight surrounded Spider-Man all with their guns drawn, "Now you wouldn't want to hurt little ol' me would you?" collectively all of their guns cocked and were aimed at him, "Yeah, I thought that'd be your answer." they all began to fire at him, but he was able to dodge it too easily. Some shots would move passed him and hit the other AKs, others would nearly skim him _I better be careful._ he thought. Spidey jumped in the air webbing four of the AKs and and Spider-Slammed them all destroying three of them and critically affecting the other, but that was solved when he landed and popped his head off. His Spider Semse alerted him to danger and he webbed a gun close having it jam. He then switched over to tazer webs and destroyed the other AKs that were near him. "Well, I'm kinda surprised. I mean," his Spider Sense alerted him to an AK that wad behind him and without looking he tazed that one and shut it down for good, "I'm shocked."

Spidey and Blake regrouped. "Three left," Blake said with Gambul Shroud close to her chest, "what's the plan?"

"This." Spider-Man touched the top part of his Web Shooter on the outside of his forearm and a beeping sound was made, like a car alarm going off. Instantly the remaining AKs were webbed together and subdued. Blake looked at Spidey with curiosity, "Web Mine, needed a test run."

"What did I tell you about testing things on missions?" Blake asked with a sly smile.

"What, and NOT have fun? Sorry missy, but that ain't happenin'." Spidey replied as he punted a head of one of the androids off the building.

"What about these?" Blake asked.

"Well, they must be recording everything, and odds are the data get's sent back to base regardless...you wanna mess with it?" Blake smiled and the two did several poses in front of the android's face, one childish, one where they acted as if they were pulling each others hair/mask, and one where they posed as if they were on the cover of a 90s rap album. Spidey checked the android's heads and found the circuitry and important pieces then just ripped them out. One of them he was able to get out the CPU without it breaking, which is a huge plus for him. "I'm taking this back with me." he said as he pocketed the CPU chip. Spidey wiped the fake sweat off his forehead, "I'll tell you what, things seemed dangerous for a while there."

"What are you talking about, everything was fine." Blake retaliated.

"I don't know, the situation seemed quite **Blake** at first."

Blake widened her eyes in astonishment, "Please. No."

"Yeah, it was was nearly a **Cat** astrophe, but we came out on top with a **Paw** less victory. **Atlas** they were a simple bunch of characters."

"Please. Stop!" Blake pleaded holding her ears closed.

"Okay, I'm done." Blake took a breath of relief, " **Belladonna** know what, the jokes could've been worse." Blake groaned again.

"I'm willing to take Yang's snoring over these jokes." Spidey chuckled as a response and Blake took a notice to the CPU chip in his hand, "What do you hope to gain with that?" Blake asked pointing at the CPU.

Spidey only shrugged, "Answers probably." after tying all the AKs in webbing the two made their way back to Beacon, with Blake riding on Spidey's back.

"You know Pete, we make a pretty good team." Blake mentioned as she rested her cat ears against his back, listening to his steady heartbeat as they swung through the city.

"Yeah, but we're even better when complete." Blake's eyes widened slightly in surprise, then she smiled _That's not what I meant_ _. Maybe next time._ she thought.

oOoOoOoOoOoOoOoOoOo

In an airship, high above Beacon Acadamy stamd one man, General James Ironwood. General of the Atlesian Army, headmaster to Atlas Acadamy, and Professor Ozpin's longtime friend. He was an older man, somewhere in his mid fifties no doubt, his hair was gray on the sides, his crows feet were visible at all times, and his ideals are old fashioned. He wore a white coat and gray pants. _Quiet tonight._ he thought. He saw a light on his holoscreen _'Incoming Message'_ it read. "Open." on screen showed the footage of Spider-Man destroying the AKs and then taunting Ironwood by posing in front of the AK. Ironwood gritted his teeth in anger. "Fine, we'll just see how the new models fair against you." he pushed a few buttons and a screen showing a secret lab popped on display, "How are preparations? Are you close?"

 _"My, my, this is not like the first one. It will take time...and DNA. We need a blood sample if this is to be completed."_ the man on the screen said.

"I'll tend to it as quickly as possible." Ironwood responded. He ended the transmission and took a sip from his coffee, "You'll see Spider-Man, you'll see...nobody is above the law."

 **A/N: Scene! Alright, new development a new threat is on the way. Ironwood not liking Spider-Man, no doubt to Schnee's influence. Spider Slayers being made and some light hearted jokes were made. Today was a good day. PM me questions, favorite, follow, recomend, leave reviews and I'll see you guys next chapter.**


	32. Mini Chapter: A Run In With Ben

**UPDATE: Webs-- This isn't 616 Peter Parker. I can't stress that enough, he is an AU. I want to make this clear for any other reviews, he is not 616 Peter. He is from my own AU Earth-922 (Which hasn't been used by Marvel that I know off), that's why Ben is interacting with people from Rosario Vampire. Also note that the reason I chose Spider-Man specifically is because; 1) He's my favorite super hero, 2) He and Deadpool had their comic book series going when I started this and I always liked them as a strange team up, 3) I started writing because I was initially waiting for more chapters of RWBYP to be released. I am currently working on a story about Kaine, but don't expect it for awhile. I plan to have it involve Blade, it will be a mini-series like my Halloween special unless I decide otherwise. I don't know if you will see this, but it's the quickest way for me to respond on Guest Reviews. I hope this helps, and sorry if you aren't liking the story, it's just the direction I decided to go with it. It all will lead into something cool I promise!**

 **A Run In With Ben**

Peter and Blake returned after their escapade against the Atlesian Nights. "I feel like I could sleep forever." Blake whispered. Peter, under his mask, smiled _She faught hard, not everybody could take on so many enemies at once._ When Peter took off his mask the room became pitch black and the two were thrown into a void, "What the hell's happening?" Blake asked.

"Oh, I know what's going down," Peter said calmly, "Just grab my hand and don't freak out. The two dropped suddenly and landed in foldable chairs. Blake, however, landed on something a little softer, and for some reason she was a couple inches taller than Peter sitting down now.

"Hey, so like, I'm down with a one night stand, but I feel like I should buy you a drink first." Blake jumped from surprise at the sudden voice. Turning around she saw a man who looked just like Peter, but with blond hair and blue eyes, "Hey there, I'm Ben. Are you...Peter's girlfriend? It's Blake right?"

Blake's face turned red, "I'm not his girlfriend!" she looked Ben up and down, "How do you know my name?"

"Peter told me all about you guys. He said you're all very cute." Ben mentioned just before Peter covered his face with his hands.

"Up-bup-buh-buh." Peter said, "You don't have to say everything."

Blake turned around and smiled, "He thinks I'm cute." she said to herself.

 **Ahem.** the three of them turned to see Madame Web, **If you are all done, can you please get this on it's way.**

"But I don't know what we're here for." Peter said.

"Oh, I just wanted to talk, but I didn't think you were...busy." Ben said with a huge grin.

"It's not like that!" Peter and Blake yelled. "What do you mean you wanted to talk?" Peter asked pinching the bridge of his nose.

"Well dude, I haven't talked to you since like, right before Summer Break. You know, I wanted to say hi, ask how your hunt for a girlfriend is coming along, ask if you got the crap kicked out of you. You know, normal stuff." Ben said with a shrug of his shoulder.

"Who is he?" Blake asked pointing her thumb at Ben.

"That's Ben." Peter said like Blake should know. Blake just shrugged her shoulders, "You know, my brother?"

Blake's eyes widened and she held her hand to her face to hide her gasp. To be fair, now that the two were standing side by side, she could see the resemblance... _or identicalness? Since Ben is a clone._ she thought. "What, is there something on my face?" the two ask in unison. _Oh my God, they are the exact same person._

"No, we aren't the same person. I'm just a clone of him." Ben said. Blake opened her mouth but Ben stopped her before she could say anything, "Your face says it all."

"Ben, what did you need dude? I've got stuff to do." Peter said tapping his foot impatiently.

"No he doesn't." Blake mentioned.

 **No he d** **oesn't** Madam Web added.

"No you don't." Ben said with a smile, "Hey listen, I ran into this chick the other day, and she has ice powers."

"Elemental?" Peter asked.

"Yeah, like Bobby. Anyways, do you know any weaknesses that Iceman had that I could try against this girl?"

"Umm...heat?"

"Be serious."

Blake watched as Peter and his clone went back and forth with this topic. _How can they take each other seriously? It's like arguing with a mirror!_ "...so then you could try reasoning with her. If she's suicidal than she's bound to have a piece of her that doesn't want to go through that. For all you know she could be misunderstood." _Man, this sounds serious. Are Ben's problems worse than Peter's? Or is it just luck of the draw?_

"Thanks man, seriously I appreciate it. You know, she may have been stalking my friend, but she seems like a nice gal. I bet she just needs someone to lean on, someone she can talk her feelings out with."

"There you go Ben, be that shoulder!" Peter said giving a thumbs up.

"What? No, not me. I'm post-suicidal, I can't handle trying to help her cope. No, I'm gonna send her to the school psych." _Wow that was a bit of a bombshell._ Blake thought. "Yep, there she should be able to get whatever she has to off her chest and maybe even prescribe something to help her out."

The two brothers shook hands and Web sent Ben home. "Dude, what is wrong with your brother?" Blake asked.

"Nothing is wrong with him. And I'd appreciate it if you didn't judge him." Peter said in a serious tone. Though not actually brothers, Peter and Ben were close enough and to Peter family comes first.

"I-I'm sorry. That was wrong of me." Blake said her ears drooping down to show sadness. "I guess I didn't realize how much you cared about him."

Peter cocked a grin, "Weird ain't it?" Peter looked over to Madame Web, "Hey, do you think we can go home too?"

 **You think I WANT to keep you here?** Web smiled as she snapped her fingers and both Peter and Blake were back in their dorm standing next to each other **You are sorely mistaken.**

The two looked at each other and shared a quiet laugh, "Your brother seems like a really nice guy." Blake said as she pulled the covers from her bed over her body.

"His heart is in the right place." Peter responded as ge too, lied down to get some rest, "It's quite admirable about him." _Good luck Ben._ Peter thought before he closed his eyes and went to sleep.

 **A/N: Mini chapter that is cannon to the story, but doesn't necessarily fit into a normal chapter. I hope you like it, next should be Paint the Town.**


	33. Paint The Town

**Paint the Town**

"Whaaat!?!" Weiss asked when she heard about Peter and Blake's endeavors from the night before, "Atlesian Knights are after you, but why?"

Peter was messing with the CPU from one of the AKs from the night before, hopefully, if still active, he can trace back to the mainframe they are connected to, then from there find out who's controlling them, "That's what I'm hoping to find out." he said as he typed repeated codes into his holo-computer.

 _'Error'_ flashed on the screen for the tenth time. _Dammit!_ Peter thought and went ahead and tried the next code.

"So then we got back and we were sucked into this black void where we met that Madame Web woman again. Peter was fully expecting it and he grabbed onto my hand to make sure I didn't fall." Blake whispered to Yang and Ruby.

"Oooh, how was that?" Yang asked with a grin, "The two of you...in a black void...holding hands."

"It wasn't like that. Besides, I met someone new last night." Blake mentioned.

"Wow Blake, you're socializing? That's so brave." Ruby joked making the two sisters laugh.

"I met Peter's brother." Blake said seriously.

Both of the sisters stared at her with wide eyes, "His clone?" Yang asked. Blake nodded, "What was he like?"

"Well," Blake scratched her head in thought, "He was Peter...but rude."

"So Spider-Man?" Ruby asked gaining a chuckle from her sister.

"No, like, he LOOKED like Peter, but picture blond hair and blue eyes." the two sisters 'oohed' at the description.

"What else?" Yang asked.

"What do you mean, 'what else'?" Blake asked, but only gained a knowing look from Yang. Blake sighed and succumbed to her partner, "Yeah, he was kinda cute. Happy?"

"More than you will ever know."

"He's not that cute," Peter mentioned causing the girls to tense up, "Yeah, I can hear you. Anyways, the guy looks just like me. And I don't hear many girls talk about me that way. At least it was him and not Kaine..." Peter mumbled.

"That's because you don't pay attention." Weiss said with her arms crossed.

"Hm? What?" was Peter's response gaining a groan from the heiress.

 _'Access Granted. Welcome!'_ "Holy crap, I got it!" Peter yelled out as he was able to make it to the Atlesian Military's mainframe. "Okay, okay, Electro...no, Rhino...no, Deadpool--Highly Dangerous?" Peter thought for a minute before nodding his head, "Okay! Spider-Man...blah blah blah, current target...bring alive for questioning unless force is shown...ordered by 'G.I.'" Peter cocked his eyebrow in confusion, "G.I.? G.I. Joe?" Weiss closed his monitor and grabbed his wrist.

"Come on, we're going to be late, crack the code later." Team RWBYS then made their way towards class. Peter nodded his head before placing the chip into his scroll and following behind.

oOoOoOoOoOoOoOoOoOo

Fitness training...That is what was happening currently. Apparently to get a gauge at everyone's current skill they had to partake in a physical exam. The students had to be in several events--Run a 400, maximum Squat, Bench, and Power Lift, followed by a full force punch. Currently it was Peter's turn, and the girl's were worried he might expose himself because of how distant he seemed to be. "Ready," Glynda shouted as Peter lined up for the 400 on his scroll, "Mr. Parker, put your scroll away." Glynda grumbled. Peter looked up and saw what was happening and quickly tossed his scroll to Blake, who caught it with ease. "GO!" Glynda shouted and Peter took off like a bat out of hell. He came around and finished in 40 seconds and was breathing as if he just walked to the fridge. The lot of students there were dumbfounded at what happened.

"Did you see that?" Dove shouted out, "How the hell is that idiot not even breathing hard?" Peter walked over to Blake and grabbed his scroll and continued his little venture. _What's this?_ Peter thought, _'Project P.E.N.N.Y.' ... Oh my God!_ Peter's eye's nearly popped out of his head as he scrolled down to see blueprints for the ginger girl they ran into during the break. _I knew there was something weird about her. But, the first android with an aura? These guys aren't super smart, but that is impressive._

"Peter!" Ruby shouted in his ear, "Come on, we have to go to the next station."

Moving on to the lifting stations Peter witnessed the strength of the many first year teens _Okay, this should be simple, just stay behind Cardin and-_ his plan flew out the window when Yang completely obliterated Cardin's squat max with her own of 350 pounds. She turned to Peter and smiled, "Lunch says you won't beat that."

 _There is no way he's going to actually try just so he could say he beat me._ Yang thought, _Free lunch, here I come!_

 _There is no way I'm letting a girl beat me._ Peter thought, _And I am NOT paying for her lunch again!_ Peter walked up to the squat rack and kept Yang's weight on, then added 100 pounds just to be a dick. He then moved the safety bars lower so that he could squat lower. _**(Deadpool's helpful hints: In some squat racks, typically older ones, there are safety bars to the squater's left and right, this is so that if he/she can't get the weight they just go down and place the bar there safely without hurting themselves. The one the author used the lowest bar was just below knee level. He's 5'8, much like this Spider-Man.)**_ Peter put the safety bars at the second notch, or about mid thigh. He then looked at Yang with with serious eyes, grabbed the bar and rested it on his collar bone and front squated the weight. And to add insult to injury he lifted it up over his head, put it behind his head and did a normal squat as if it was nothing. _Man, that felt pretty good._ Peter thought with a smile. He pointed at Yang with a huge smirk, "Loooooseeerrr!!" Yang growled in frustration and disbelief.

 _He showed me up, he actually showed up, what an asshole!_ Peter got to watch in amusement as Ruby, and Weiss tried and failed to squat more than the bar. "You know, with how much she runs, you'd think Ruby would be able to at least squat about her body weight." Peter mentioned.

"Not everybody shows off like you." Yang said coldly.

"Wow, want some fries with that salt?" Blake asked. "Wait what did I just say?"

"I think I'm rubbing off on you." Peter said with a chuckle before bringing her in for an embrace, "They grow up so fast!" he said with fake sobs.

"Please stop." Blake said as she pushed Peter off of her. She glanced to Yang who was glaring at Peter with red eyes, _Oh crap, she's pissed!_ Blake thought. "Hey Yang, I think you're up on the bench." Blake mentioned making Yang relax a bit as she moved to the bench with glee. _That was close._

"What's up with her?" Weiss asked the faunus, "She seemed really upset at something."

Blake pointed to Peter who was talking to Ruby about something ridiculous, something about a weapon idea or something along those lines. "Guess." was all Blake said.

Weiss cocked an eyebrow in confusion, "What because he showed her up on purpose? It's Peter, he's arguably the strongest person we know. This shouldn't be news to Yang."

"No, I think she's peeved because he shows favoritism." Blake said with a smirk, "No, but you could be right." Yang did her max, followed by Blake, and, hilariously, Weiss.

"This is too much weight!" Weiss shouted.

"C'mon Weiss you can do this, don't give up! If you give up you move lower in the pecking order!" Yang shouted out. Peter was trying to hold in his laughter as the first bar was too much weight, so they brought Weiss the light bar, which is 30 pounds. "C'mon Weiss, show us that Princess Strength. WEISS POWER, WEISS POWER!" Yang shouted. That was the breaking point for Peter he let out the biggest laugh he ever could and collapsed due to it.

"I told you..." Weiss grunted, "It. Is. HEIRESS!" Weiss shouted as she lifted up the bar and practically threw it at Yang's face. Surprisingly everyone was clapping. Even Yang was proud, "Thank you, thank you." Weiss said as she bowed to the students. Ruby went next and faired slightly better as she was able to pull her own weight...and by that I mean she was able to lift the real bar and not that light one that Weiss used.

"That..* _Huff_ *...was the..* _Huff_ * Oh my God!" Ruby panted. Peter got to the bench and put on the same amount of weight that Yang did, only instead of showing her up he decided to put on a performance. "Barely" lifting up the weight, Peter went down and touched his chest, then struggled to get back up. A long series of other teens cheering him on as he grunted and panted to lift the weight up, even arching his back to sell it. _**(Deadpool helpful hints: For those of you that don't know, many people who bench tend to arch their back to gain some extra strength.)**_ Finally, with one last grunt, Peter lifted the weight with many of the guys cheering. Yang rolled her eyes but still gave him a thumbs up anyways. Next was Jaune who no one expected to do well, until he was able to shock everyone by maxing out at 235 pounds. "Wow, maybe we should take Jaune seriously." Ruby said gaining an approving nod from Yang and a scoff from Weiss. Peter only chuckled.

"I mean, that sword of his is ancient, he's throwing around 80 pounds with one arm all the time, his shield can't be that light either. I totally saw that coming." Peter said gaining and 'ah' from Ruby as she seemed to understand. Inside Peter's head however, _Holy crap Jaune! You've been holding out on me, I thought we were friends!_

Power Lifting was another impressive feet by Yang as was easily one of the strongest there. But the guys didn't care about that, all they cared about was the technique one had to do in a Power Lift. And Yang's "Technique" was flawless to the guys.

Her ass, they were looking at her ass, if you didn't get it. Just look up what a power lifter does, trust me. Weiss scoffed in disgust at the many men in the room, but to her surprise Peter was looking away. "Easily embarrassed or something?" Weiss asked him.

"No, just awkward. I feel weird when I look at girls and stuff, you know?" Peter asked.

"No...I don't" was the Heiress' response.

"Oh. Yeah." the two awkwardly stared ahead making a point to just stop talking. Then, the boredom rushed in. As everyone else went through the routine, and eventually moved on to the PSI bag, which Weiss did terrible at, and Peter tapped the bag. Weiss watched the whole thing, he threw a punch, but he only skimmed the machine and still had a punch as strong as Yang's. Time seemed to slow down. For the rest of the day, Weiss was either looking at a clock or at Peter fiddling with his scroll. Until eventually they made it to Port's class, where Weiss watched every second tick off the clock.

She faintly heard Jaune, and unfortunately, couldn't zone him out. "Hey, uh, Weiss," Jaune began, "So I was thinking, I have two tickets to that Spruce Willis movie, it's supposed to be good, want to go?" Weiss didn't answer. "Or, or, we could get something to eat later, maybe study?" still no response.

The bell rang causing Port to jump in surprise, "Oh, dragged on longer than expected. Well, that's it for today. And remember: Stay Vigilant!"

"Weiss did you even hear me?" Jaune groaned as Weiss packed up her things.

"No, no, no, and yes." she said coldly before leaving _Geez, take a hint!_

Jaune slumped his shoulders in dissapointment before Yang patted his back reasuringly, "One day." she said cryptically before leaving.

Jaune turned to Peter to see him still looking at his scroll, "Hey Pete, you know class is over right?"

"Mmhm." Peter hummed.

"So...you can go?" Jaune said.

"In a bit. I have to look at this." Peter kept scrolling through the data he recieved. _These guys are pretty full of themselves if they make all these androids run off of one A.I. That can make things turn bad real fast._ Peter thought as he remembered Hank Pym and Tony Stark's creation, Ultron ( _ **DP helpful hints: And before you guys start, yes, we know it was Hank that made Ultron, but MCU is pretty cool, so why not combine them for this universe?**_ ) _You strive for peace, but you just may lose humanity in the process._ "Oh, what's this?" Peter asked out loud.

"What is it?" Jaune asked as he sat next to his friend.

"Well, to catch you up. I'm being hunted by the military...er... _Spider-Man_ is being hunted by the military. These guys seem serious too." Jaune widened his eye's in disbelief.

"Why?" Jaune asked, "You're a hero, why the hell would they be after you?" Jaune asked in frustration.

"Woah dude, calm down." Peter said moving his hand down to tell Jaune to take it down a notch, "I don't sweat the small stuff. This is pretty common...I mean, military is definitely a new one, but what's weird is that I'm under arrest for 'Reckless Endangerment' in the Kingdom of Mantle, I've never even been there." Peter said with a chuckle.

"Maybe they have the wrong guy?" Jaune mentioned hopefully.

"No, they have the right guy. I mean how many Spider clad vigilantes roam this world?" Jaune pointed at Peter who nodded in return, "Exactly. Besides, if this is correct, Jacques Schnee, of the Schnee Dust Company has been funding the military even more than usual to move forward in there RD division. And from the sounds of it, he's the one who's ordered my arrest."

"Schnee?" Jaune asked, then it hit him, "Is that Weiss' dad?!" he asked worried.

Peter covered his mouth, "Yeah, probably. But don't mention this to her, I don't need my teammates worried for my saftey, or for a family to be torn apart because of me. Or worse."

"Your team itself." Jaune mumbled behind Peter's hand. He nodded in understanding and moved Peter's hand, "You can count on me Pete." Jaune said with a salute and the two did their secret handshake.

The two went their seperate ways with Peter going to his dorm and Jaune heading to the roof, "Skipping training today?" Jaune asked, "Pyrrha was looking forward to a rematch."

Peter smiled, "Got an early patrol today." well...he wasn't lying.

oOoOoOoOoOoOoOoOoOo

Peter returned to his dorm and about walked in when he remembered something:

 _Peter hopped down and approached his door, 'Please be decent, please be decent, pleeeeaaaassse-' Peter opened the door to the girls, but one caught his eye. Blake. Blake was standing by her bed, putting on her kimono, but it was open and Peter saw EVERYTHING, "Decent..." Peter said the last part of his thoughts without realizing it, 'Oh...stupid, stupid mouth' Peter stood with his mouth agape, and it was clear the others were caught off guard as well. "I-I-I think t-that I'll sleep out-out here." Peter stuttered worried on the repercussions. He slowly closed the door and lied down by the door._

Peter pulled his hand away from the doorknob quickly. _Yeah, that's not gonna happen again._ He thought as he closed his eyes and knocked. No answer. _Teli-ho._ He thought before opening the door his eyes still closed. "What are you doing?" Weiss asked.

"I just wanted to make sure I didn't see anybody indecent. Don't want a repeat of last time." Peter replied.

Ruby and Yang snickered at each other, "Well it's all good Pete," Yang said as she slapped his shoulder, "It's all good." Peter breathed out a sigh of relief. When he opened his eyes he saw Ruby in a strange new outfit where her cape was being used as a scarf. Weiss put on a slightly different skirt and wore a white overcoat, similar to a female Kalvin Klein jacket, and Blake wore black jogging pants and black boots with a white track jacket that was either too small or made how it was on purpose because she showed off her mid rift. Peter turned to Yang who still had her arm around his shoulder to see that only the bottom half of her outfit was on, and her bra of course. Whew, close call.

The two stared at each other for a bit not saying anything, Yang with a huge smile and Peter with a look of dissapointment. Peter's gaze never left Yang's eyes.

"You're REALLY good at not looking down." Yang said with a smile.

"Yang, put some clothes on." Peter said finally. _Why am I not surprised._ he thought. He let out a sigh as Yang put on the rest of her...intersting outfit. She was actually wearing something that wasn't yellow for once. The thing that caught his eye was the purple gem necklace.

"Ah, so you CAN look." Yang teased.

"When did you get that necklace? I never seen you where it before...and it's purple! That's way out of character for you." Peter said cocking an eyebrow and crossing his arms. Yang just waved it off like it was nothing. "Okay, well, if we are all doing alternate costumes..." Peter pressed the center of his chest and his outfit changed to a design Jaune had an idea for, it was different to say the least. the webbed pattern on his shirt was gone, his shirt was an actual short sleeved t-shirt, and he wore white bandage wrappings around his hands, he wore white and red sneakers and the spider on his chest almost covered his body. _**(DP Helpful Hints: If you can't picture it, it's the Mangaverse outfit.)**_ "I thought we agreed no more alternate costumes?" Peter asked.

"No no, you said we just couldn't wear THOSE outfits anymore. These are different." Yang said with a smile.

"She is right." Blake said with a nod.

All the girls stood in a circle with Peter, "Okay," Ruby started, "now the investigation...Begins!" Ruby shouted as she jumped in the air with a fist pump.

Weiss rolled her eyes at her teammate's antics, "Glad to see you are taking this _so_ seriously."

"Well at least we have a plan." Yang chimed in with a shrug, "That's...moderately better than usual."

"Right." Ruby nodded, "Everyone remember their roles?"

"Of course," Weiss began, "you and I will head to the CCT and search the Schnee records for any other Dust robberies _or_ inconsistencies." Weiss gave a smug smile, "Seeing as I'M in the family, it shouldn't be a problem." _No,_ Peter thought, _They'll just sit their wondering why the heiress of the company is asking for sensitive data._

"The White Fang has regular faction meetings to give out orders and recruits new members. If I can get in I can hopefully find out what they're planning." Blake said with her hands behind her back with a matter-of-fact tone of voice.

"I have an old friend on the shady side of town." Yang said with her arms crossed and a smile pursing her lips, "He practically knows EVERYTHING that's going on in Vale. Getting information from him shouldn't be too hard."

All the girls then look at Peter, "...What, is there something on my mask?" he asked as he started rubbing all over his mask to get the 'thing' off.

"You seriously don't know wat you're doing?" Weiss asked with a scoff.

"Of course I do, I swing around town, beat the crap out of thugs, and get information." Weiss and Blake face palmed.

"Now that's what I'm talking about." Yang said as she bumped Peter's shoulder.

"Alright, when do we start?" all the girls jumped back at the sudden voice while Peter squinted his lenses. In the window frame, hanging upside down, was Sun.

"Sun?" Blake asked.

"How did you get up there?" Yang asked.

"Ah, it's easy, I do it all the time." Sun replied and he saw Peter's lenses squint more, making him look threatening.

Weiss was about to say something, but Peter beat her to it, "You do what?" he asked and it sounded as if he was spitting venom. Weiss smiled happily as she saw that her and Peter were on the same page.

"I climb trees all the time." Sun replied nervously with a bead of sweat on his forehead. Spidey loosened his squint while Weiss began to stare at Sun with half-lidded eyes not liking the answer he gave.

"Good answer." Spidey replied. _Well, we WERE on the same page._ Weiss thought. Spidey looked Sun up and down at tge position he was in, "Don't steal my thing dude, I'll have to sue."

Sun scoffed, "What are you talking about? This is my thing, you stole from me!"

"Trust me Sun, I know it may not look like it, but I've been doing that for what feels like sixty years. And it doesn't look like I'll stop any time soon." he then looked to the girls and winked his lense.

"Yeah yeah, anyway," Sun jumped out from hanging in the tree and landed on his feet in the team's dorm, "so are we finally getting back at that Torchwick guy?" he asked punching his fist into his palm.

"We," Blake stepped forward, "are going to investigate the situation." Sun smiled and nodded his head, "As a TEAM..." Blake said with emphasis.

"Sorry Sun, but we don't want to get friends involved of we don't have to." Ruby piped up. Peter nodded his head in agreement, _I already have problems letting them help, especially seeing as we could go up against whoever remains of the Sinister Six...so the Sinister Three? Terrible Three? No, no, The Troublesome Three. It's three T's and there's three of them. They could be T Cubed._

"Awe, that's stupid," he heard Sun say, "you should always get your friends involved." There was a short pause before Sun pointed his thumb behind his back, "That's why I brought Neptune." the girls all popped their head out the window to see Neptune struggling to cling to the building. Peter wrapped his arm around Sun and walked him slightly out of ear shot.

"Hey Sun," Peter started, " **did you NOT pay attention to what happened in my life?** " he asked coldly making Sun shiver, "Everytime I get friends involved they end up hurt. I'm having a hard time trusting them to help." Peter said pointing his thumb behind him. Sun turned around and saw the girls help Neptune into the room.

"I understand your worries, but don't worry, we'll be fine." Sun said with a chuckle as he patted Peter on his back, "We can handle ourselves dude." Spidey could only shake his head at the response.

"Okay," Ruby started, "new plan. Now that there are more of us, I vote that Neptune goes with Yang," Ruby said as she pushed Neptune, who was wearing a goofy smile, next to Yang, "and Sun can go with Blake, since they're like, you know, both Faunus."

"If the circumstances for Blake's part in the mission were different that would sound kinda racist Ruby." Peter mentioned making Ruby blush in embarrassment.

"Wait," Weiss said with a nervous chuckle, "why does Neptune have to go with Yang, why doesn't he come with me?" she asked twirling her hair and pacing in place Peter cocked a lense, _Why is she...oh God don't tell me-_

"Then who would go with Yang?" Ruby asked.

"Well...you could go with Yang. She is your sister after all." Weiss replied. Ruby cocked an eyebrow and then almost immediately let out a snort.

"Ha! Nah." she laughed, waving her hand. Ruby then grabbed Weiss' hand and dragged her out of the room, much to the heiress' protest. _Oh God she_ _does._

"Hey, can I use the restroom, finding out that we'll be helping Spider-Man is way too exciting." Neptune mentioned and Yang pointed to the bathroom.

Yang gave a smile and began laughing, "What?" Spidey asked.

"My sister's a little clam jammer ain't she?" Yang replied trying to catch her breath from laughing, wiping a tear.

"Oh geez Yang." Blake and Spidey said in unison. Spidey gave a thumbs up before leaping out the window.

Neptune walked out of the bathroom and looked around the room, "Awe, he's gone?" he whined, "I wanted his autograph."

oOoOoOoOoOoOoOoOoOo

Ruby and Weiss were walking towards the CCT tower to make their call to Schnee Headquarters. " _Wooooah~_! I forgot how cool the transmit tower looks up close!" Ruby shouted with glee. Weiss placed a hand on her hip and smirked.

"You should see the one in Atlas." Weiss replied.

"That was the first one right?"

"Correct. Atlas developed the Cross Continental Transmit System to communicate with one another. It was there gift to the world after the Great War."

"Ooh~ Look at me. My name is Weiss. I know facts. I'm rich." Ruby said making gestures as if she were the refined heiress, all before snickering in her hands.

"Don't be a pest!" Weiss snapped quickly turning to Ruby, "Besides, the only reason we're here is because YOU like the tower so much. We could have just as easily made the call from the library." Weiss said with her arms crossed.

"I know, but it's so cool!" Ruby said shaking with excitement, "Oh! I'm gonna take a picture!" Ruby said as she quickly pulled out her scroll and fumbled with it until she dropped it a couple feet away from her. The scroll bounced off the foot of a familiar ginger haired girl who picked it up and handed it to Ruby.

"Oh," the girl said surprised, "you dropped this." she said before realization hit her on who she was talking to. _Oh no! Not good. Avoid, avoid!_ she thought.

"Penny?" Ruby asked in complete confusion.

"Uhhh..." _Respond, respond!_

"Where have you been?" Ruby asked, "We haven't seen you since the night at the docks."

"S-Sorry, I think you're confused." Penny responded before she gave a hiccup and threw Ruby'a scroll into her hands. "Uh...I've got to go!" she quickly turned around and began speed walking away from the teammates.

"What was that about?" Weiss asked with a cocked eyebrow.

"I...don't know." Ruby replied shaking her head slowly. "But I'm going to find out! Go make your call, I'll meet up with you later!" she shouted as she rushed towards Penny.

"Wait!" Weiss shouted, but it was too late. _Well that's just typical!_ Turning on her heels she made her way into the tower.

Ruby finally caught up with Penny, "Penny, where have you been?" she asked as she stopped on the stairs to catch her breath, "It's been weeks! We even had our first unofficial mission that I wanted to talk about."

"There seems to be a...misunderstanding." Penny said trying to dodge the subject. She turned to walk away again just to leave Ruby dumbfounded.

"What?" Ruby walked after Penny again, sliding down the banister of the stairs to get in front of her, "Penny, is everything okay?" she asked concerned, but recieved no response, "Penny please?" Ruby gripped Penny's shoulder to make her stop. Penny did so and gave Ruby her attention, "Look, I don't know what's wrong, but you have to listen to me. Those guys we faught at the docks, we think they're up to something big-no-something bad!" Penny just stared at her feet as Ruby told her this, "I _need_ you to tell me what happened that night. Please, as a friend." Ruby's eyes widened to that of a puppy dog's.

Penny slumped her shoulders and sighed. She looked at Ruby and then both ways as if checking to see if she was being watched or followed. She walked up to Ruby and whispered in her ear, "It isn't safe to talk here. She grabbed Ruby's hand and pulled her someplace else.

oOoOoOoOoOoOoOoOo

With Weiss, she strutted her way through the CCT, gaining a few looks her way. Some were because of her status, some were for her looks, and others...were in disgust. She tried to pay no attention to any of them as she continued forward. _**Her hands clipping through her skirt.**_ Haha! I know right! She walked up the stairs that led to the elevator- _**Sporting an awkward walking animation as her head bobbled inconsistently.**_ Haha, shut up! Stop pointing out flaws, it ruins the experience! Stepping into the elevator, with the doors closing behind her, she was greeted by a friendly A.I., "Hello, welcome to the CCT. How may I help you?" the A.I. asked.

Weiss gave a slight smile, placing her right hand on her hip, "I'd like to go to the communications room please."

"Absolutely," the A.I. responded, "Could you please place your scroll on the terminal to verify your identity?" Weiss pulled the scroll out of the back zipper pouch in her coat and did as instructed. The A.I. scanned the scroll in an instant, "Perfect! Thank you Ms. Schnee."

The elevator began to move and Weiss began thinking on if she had to talk to _him_. _Put on a face Weiss_ she thought _picture perfect for the media, even when none is around._ She went through various smiles trying to find one she'd be satisfied with. Then her scroll started to ring. Answering it she saw Peter's face...well, half of it anyways, as one half was covered by his mask and the other was being stuffed by a doughnut. "What?"

 _"Just calling to see how things were going."_ Peter replied with his mouth full, Weiss was disgusted, but still had a light blush against her face.

"W-Why check up? Think I can't do it or something?" she asked angerly.

 _"No, no, I was just seeing on if progress had been made yet, I'm sure that with Ruby around it's been- Wait...where's Ruby?"_ Peter asked not seeing his team leader.

Weiss rolled her eyes, "She saw that weird Penny girl and decided to catch up with her."

 _"Oh thank God!"_ Peter said laughing, _"I thought you finally snapped or something!"_

Weiss stared at him with half lidded eyes "And what does that mean?"

Peter was about to take another bite out of his doughnut when she asked that, and he suddenly lost his appetite. He could feel her rage from Downtown, _"Oh wow, look at that, it might be a lead. Later!"_ he quickly hung up leaving Weiss to herself again. Though thanks to Peter her long ride up the elevator wasn't boring, so that was a plus. The doors slid open when at the top floor and from there Weiss approached an empty desk, which was later filled by a hologram A.I.

"Welcome to the Beacon Cross Continental Transmit Center, how may I help you?" the A.I. asked with a smile. Weiss recognized it was the same voice in the elevator.

"I need to make a call to Schnee Company, World Headquarters, Atlas." Weiss said finitely.

"Absolutely," the A.I. responded, "If you go over to terminal 3 I'll patch you through." she finished with a smile. Weiss nodded and headed over to terminal 3. _Such a strange concept, making an A.I. show emotion. She even smiled at me! This is the next step to technology taking over the world! ...Not that I, Weiss Schnee, believe in that sort of thing. But it's still bad! If you have A.I.s show emotion, then the basement dwellers will never leave the house and socialize and stay freaks forever! Like that guy who married his Anime pillow in Minstral. Such a weird place._ Weiss thought.

Weiss sighed before putting on one last fake smile and turning on the monitor. _"Thank you for calling the Atlas- Oh! Ms. Schnee, good afternoon!"_ the lady who answered said. She was a young secretary with short orange hair and ice blue eyes. "Would you like me to patch you through to your father? I think your sister Winter might be here as well."

"No thank you," Weiss said with a smile, "I was actually wondering if you could find some files for me." Weiss pulled out her scroll and transferred the list of files needed, "I've compiled a short list."

The secretary cocked an eyebrow, _"I...see. If you don't mind, what may I ask is this for?"_ she asked.

"School project." _Good one Weiss, completely believable. Ugh! Why couldn't Peter tag along with me?_

 _"Um...there are some sensitive documents on this list ma'am."_ the secretary replied worried.

"Then, I'll be sure to treat them with care." _Oh no, Peter is rubbing off on me too!_

 _"Right..."_ the secretary transferred the files as requested and didn't ask any more questions about the subject, _"the data is being transferred to your scroll now."_

"Wonderful, that will be all then." Weiss replied.

 _"Are you sure you wouldn't like me to patch you through to your father before you go?"_

"I'm sure." _Geez wretch! No, means no! Not, 'Sure, maybe after you ask a few more times' God!_

 _"Well then. Have a nice day._ the screen went black and the call was over. And Weiss, took a breath of relief, her frown reflecting off of the blank monitor.

oOoOoOoOoOoOoOoOo

Penny waited outside a small café waiting for Ruby to arrive. She kept moving her head sporadically as if she was paranoid or something, so much so that when Ruby grabbed her shoulder she jumped in surprise. Ruby gave a goofy smile that was contagious enough for Penny to adorn too. "I wish I could help you Ruby," Penny said as they walked down the street, "but I don't know anything about those men."

"Well, what happened to you that night? We were all together and then you just disappeared." Ruby said making a bunch of gestures, "Were you kidnapped?" she asked worriedly.

"Oh, no! Nothing like that." Penny replied reassuringly.

"Then where _did_ you go?"

Penny sighed, "I'd never been to another Kingdom before. Father asked me not to venture out too far, but...OH! You have to understand, my father loves me VERY much. He just worries a lot." Penny said with a sad tone.

"Believe me, I know the feeling." Ruby said as she thought about her own father or even Yang...or sometimes even _Peter._ "But, why not let us know if you were okay?"

"I...was asked...not to talk to you. Or Weiss, or Blake, or Yang, and especially not that Spider-Man fellow--he's even a wanted felon in Atlas."

"I don't see why, he's never been there." Ruby mumbled.

"Hmm? What was that?" Penny asked.

"Uh, was your dad that upset?" Ruby asked to avoid what she said.

"No, it...wasn't my father-" the two stopped when they heard talking. Looking down the alleyway they could see a demonstration by a hologram of General Ironwood, General of the Atlesian Military and headmaster of Atlas Acadamy. There were two transport trucks by the hologram that had AK-180s defending it.

Ruby gasped, "Those things are after Peter." she mumbled. Penny looked at her with a confused look, but didn't think much of it.

"Now these Knights have been defending the kingdom for years, and they've done a fantastic job. Wouldn't you agree, wouldn't you agree?" the hologram asked and he recieved a roar of applause in response. "Yes, yes, they are good. But we don't strive to be good, we strive to be better. And as time advances, so must technology, so without further adieu, may I introduce the new Atlesian Knight 200!" Ironwood shouted as the doors on the transport truck opened showing the new knights as they kicked down the old models and took their place. Everyone 'oohed' and 'awed'. "Newer, sleeker, stronger, faster, and, I'll admit, less scary." Ironwood said rubbing the back of his head as the Knights showed how friendly they were. "Within the next few years we hope to see hundreds of these defending our walls. Now, we are all about keeping soldiers out of battle, but there are somethings that require a more...human touch-" he was cut off as loud squealing of tires were heard. A car chase had taken place, "Well, I suppose this as good of a time as any to test them out. AKs, stop that car." Ironwood ordered, the AKs lifted themselves into the air via rocket propelled legs and back, and advanced on the out of control vehicle.

"Look it's Spider-Man!" a civilian shouted out catching the General's attention, and sure enough Spider-Man came from out of nowhere and stopped the vehicle dead in it's tracks and hung it by it's bumper with a webline, while he webbed up the drivers to a wall. The crowd cheered for the vigilante making Ironwood grit his teeth. "Spidey, get a picture with me!" Spider-Man stopped mid stride and saw the AKs and then saw the civilians _He wouldn't be dumb enough to sick them on me right now would he?_ Spidey walked to to the guy that asked for the picture and took one with him, followed by giving a few high fives and a kiss to his cheek by some random girl. Spidey walked up to the hologram.

"You G.I.?" he asked in a whisper.

Ironwood stoned his gaze even more than he had before.

"What say you start this little chase against me in like...five minutes. Just know that I'll break these as easily as the others." Spidey said with a light chuckle.

"I noticed one was missing." Ironwood responded.

"I know." Spidey said with a smirk under his mask, "But, just so you know, I've never been to Atlas, or anywhere in Mantle before."

"You're a menace to those around you, what you do is illegal and you know it." Ironwood argued.

"Yeah, well, Huntsman are just glorified mercenaries with just as questionable values and your Military is pointless when there is no war, actually, it makes it look like you are planning an attack yourself. Think about that while you cry 'menace' at the top of your lungs." Spidey said seriously before leaving. Ironwood whispered something into his wrist. The AKs then took off and he cut the presentation short.

"Ruby," Penny started, "I don't want to be here, let's go." Ruby saw the distress in her friends eyes and agreed, barely noticing the two Atlesian soldiers chasing after them.

oOoOoOoOoOoOoOoOoOo

Spidey swung through the city for the next couple of minutes before the AKs finally caught onto his trail. "Ugh, I can never get a break can I?" he said whild rolling his eyes. Landing on one of the higher skyscrapers, Spidey readied himself for the fight as the AKs landed right in front of him with their gun arms drawn, "Eight on one, pretty good practice. Now bring it on you Ultronbot wannabes!" the Knights began firing and Spidey dodged their fire expertly, slowly getting getting closer to the group as he jumped all around the rooftop avoiding fire. Once close enough he was able to punch through the robotic shell _Wait really? Well, I guess they don't have an aura. SPIDER-SENSE!_ not paying attention he made the mistake of letting the Knight stab him in the shoulder, "OW! Not cool man! I need that shoulder for shoulder ramming things or victory celebrations!" Spidey punched the knight and shattered its head causing it to collapse. He then shot tazer webs at a few of the Knights slowing them down enough for Spider-Man to web them up and slam them into other Knights. And to finish off the last one he used his hand and chopped off the gun arm and headbutted it leaving a huge indent in the metallic skull. It stumbled shortly and then fell. Spidey rubbed his head and shoulder, "Okay, ow." he said before he looked at the mess, "Let's get an update." plugging his phone into one of the CPUs of the not too heavily damaged Knights, he was able to easily able to update the information he had on the military database, noticing a list of missing items. "Mechs, huh?" he said as he looked at the design. He smiled and swung away hoping to find more information.

Unbeknownst to him, someone came to the downed AKs and smiled. They opened up the chest piece of the Knight that stabbed Spider-Man and pulled out a vile of what was Spider-Man's blood, "Soon, the ultimate creation will come. And it will surpass even that of Ms. Polendeena." the young female, with a scientist coat, red framed glasses and red hair that turned a fire orange at the tips said laughing, "Soon, Spider-Man will know the intelligence of Atlas' number 1 RD scientist: Dr. Mimosas Vermilion!"

oOoOoOoOoOoOoOoOoOo

 **Night time**

Yang had waited to do her buisness until later at night. Same with Blake. The Bombshell Brawler took this time to get to know the blue haired cutie that Weiss set her sights on...he was totally boring. Maybe it's because she had been spoiled by Peter and his wacky adventures and mishaps and that time he walked in on them changing...and that other time with Blake. _Hehe._ She chuckled internally _Decent._ she thought and practically burst out into laughter as she drove her bike in the night to Juniors club. She stopped just in front of the club and took off her helmet with Neptune on the back, his hair messed up, "C'mon loser." Yang called out. Neptune shook his head sporadically to fix his hair and followed suit.

Junior was cleaning out a glass in his club while his men cleaned up blood, saliva and...other fluids, off of the floor. _Geez, things have been difficult with that Spider around, and Deadpool went with Roman..._ One of his men came dashing through the door, "Lock it up! IT'S HER!" the door exploded sending the man flying into the bar by Junior breaking a few glasses in the process _...Oh son of a-_

"Guess who's baaaack!?" Yang said exuberantly as she smiled and shrugged as if blowing up the door was no big deal. The music that was playing began to loop over and over again, a side effect from when she and Spidey were here last...they scratched the record and multiple glasses. She opened her eyes to see all of Juniors men holding a gun against her and she growled with anger, more on the repeating track and not as much on the guns being held to her head--that's just normal.

"Back off, put your guns down idiots." Junior said as he pushed to the front of the pack, "Blondy," Junior gulped as he adjusted his tie, "what do I owe you for?"

"You owe me a drink!" Yang said with a smile as she walked back to the bar with Junior.

"What a woman." Neptune said with a dumbfounded face. He looked and saw the two strikingly beautiful Malichite twins, "Ladies." he said giving the dual finger gun.

"Ugh, as if." the two said in unison as they walked away.

Yang was finishing up her Strawberry Sunrise when she got two messages, one from Blake and one from Peter.

' _Dude, the guy after me is the General of the Military! I'm totally freaking out! His new toys were showcased today against ME! #GrrMondays ~Peter_ ' Yang was shocked, but still rolled her eyes all the same at her teammates strange humor to the situation.

' _I'm in position. Will contact when we've evacuated. ~_ Blake _Geez, Blake, lighten up._ Yang thought. Junior downed his drink and slammed it on the table. "I told you I. Don't. Know." he said while rubbing his temples.

"How could you not know?" Yang asked in frustration.

"I haven't talked to him. I haven't even seen him since the night you first came in here." Yang crossed her arms and stared at the man with half lidded eyes, "Oh, don't believe me? Ask your Spider friend! He was in here not even three hours ago, hanging me by my feet trying to pull answers out of me! He got the same thing dammit! Now you're asking me about it and it's really frustrating okay?!" Junior continued to rub his temples feeling a migraine coming on, "I only wanted to be a small bar owner after getting out, but now life just gets worse and worse with the favors I owe, the debt I'm in-"

"Woah, woah, slow down. Rewind. Start back from the last time you saw him, what happened?" Yang asked. _Geez, I almost feel bad for the guy._ _But, dammit Peter!_ _This was my informant._

"Okay, okay," Junior started as he began to calm down. He poured himself a drink and almost did the same for Yang, but remembering she was a minor gave her some lemon-lime soda instead, "H-He paid up front, I lent him my men, and none of them came back. That's all that happened."

"So where did they go?" Neptune asked appearing seemingly out of nowhere.

Junior just stared at the boy like he had been hit over the head with a rock, "What kind of stupid question is that? They never came back. Who the hell is this guy, is he with you?"

Yang shoved Neptune to the side, "Don't worry about him, worry about me. Spider-Man doesn't like to hurt people, but I'm all for doing something a little...breaky."

"I swear I'm telling you everything! I told Spider-Man the same thing! Torchwick hired my boys and I guess he wasn't happy with them. Which is SOMETHING I CAN RELATE TOO!" he shouted out to his henchman.

Yang sighed, "C'mon Neptune." the turned and began walking back towards the main door.

"We get everything we need?" Neptune asked.

"We got all that we could, hopefully everyone else is having better luck." she stopped dead in her tracks when she remembered that Peter told them he was extremely unlucky and bad things seemed to happen to him all of the time, "On second thought, we may be screwed." the two left the club and the blaring of the music finally died down when Yang heard her scroll ringing. It was Blake. She answered the scroll to hear loud sounds an Blake yelling through her scroll.

 _"Backup, we need backup, we've found Roman Torchwick and-"_

 _"HEEEELLLP!_ Sun interupted, _"We found that Torchwick guy and he had this giant robot, and now it's chasing us and he's in it! Well, like, it didn't eat him. I think he's driving it!"_

oOoOoOoOoOoOoOoOo

Weiss looked at her scroll and sighed in annoyance. "Typical."

oOoOoOoOoOoOoOoOo

Ruby looked ar her scroll and gained a huge grin across her face, "Oh, I am NOT missing this!" she said before sprinting to Blake's location.

oOoOoOoOoOoOoOoOo

Spidey stopped mid swing and clung to the side of a water tower with his feet, "Giant robot...Yeah, that sounds about right." he opened up his Spider-Tracer locator application ( _ **Patent Pending**_ ) on his scroll and spotted Blake right away, "Alright, let's do this."

oOoOoOoOoOoOoOoOo

Neptune looked over Yang's shoulder, "Well now we just have to find them." he mentioned. A scream was heard and the two turned to see to figures dash down the road adjacent to them with a giant mech following, "You think that was them?" Neptune asked.

Yang rolled her eyes, "No duh?" she revved her engine and did a 180 to get in pursuit of the mech, with Spider-Man catching up right away. "How the hell did you get here so fast?" Yang yelled to Spidey.

"I was in the neighborhood, watch out!" he shouted and Yang narrowly avoided a car flung at her. Spidey caught it and had it safely land. Spider-Man's lenses widened when he saw they were heading to a freeway bridge with nothing to swing on, "Oh God dammit." Spidey groaned slumping his shoulders. Shooting a web line he zipped to the bridge and continued pursuit on foot.

Yang looked to her side and had to do a double take as Spidey was keeping up on foot, "What the hell?"

"I've been able...to run...200 Miles per hour...oh Jesus!" the mech kept crashing into cars and Spidey would catch them with Yang dashing ahead. _No yeah, go on ahead, I've got this._ The mech slashed and sent a couple of cars off the side, "NO!" quickly moving Spidey jumped off the edge and began attaching the cars to the bridge, then more cars fell off. _Save the cars now, come back for the people when the cars are safe._ He thought. Finally back on the freeway Spidey caught a car from swerving into the guard railing due to Weiss both landing and creating a frozen glyph in the middle of the road, "Are you okay?" Spidey asked the driver, the old man just nodded. _I think that was the guy who runs that Dust shop._ The mech fell off of the highway along with the girls, "Okay, civilians first, them last. Christ, I'm getting some severe Déjà vu." Finally with the civilians safe Spider-Man jumped down to join the fight.

"DYNAMIC ENTRY!" he shouted as he spear kicked the mech in the head causing it to stumble.

"Oh, you insolent bug!" Roman shouted from inside the mech.

"Oh my God, it's finally happening, I'm fighting Metal Gear REX!" Roman tried to stomp where Ruby and Weiss were, but Spidey jumped in and caught the foot.

"Impossible!" Roman shouted in disbelief, "Why won't you just die!"

Roman shot dozens of missiles at Spidey, but thanks to Blake, and Weiss using 'Time Dilation' the faunus was able to slice down the missiles with ease. She turned to Spidey and gave a smirk. Spider-Man pushed her to the ground and jumped up, webbing a final missile coming at them and sending it back at Roman. "GAH!" Roman shouted as it hit him.

"You missed one." Spidey said as he helped Blake off the ground.

"Oh go stroke your ego later." Blake replied as they both dashed towards the mech.

"Primal Fury!" Ruby shouted. Spidey and Blake began to wail on the mech, Spidey would punch and web while Blake would slice and shoot.

"Primal Fury?" Weiss asked.

"Yeah, he's a spider, she's a cat. It makes perfect sense."

"Brawler Assault!" Ruby shouted and Blake switched places with Yang. Yang dealt punishment from the left and low, while Spidey delivered it high and right, eventually they knocked it to the ground. unfortunately he popped back up. Yang went for another punch, but was instead punched through three pillars.

"YANG!" Spidey shouted. He jumped on the face of the mech and began wailing on the front slowly breaking the frame.

Yang got up and her hair was golden, she punched her hands together and unleashed a massive amount of energy, "Bumblebee!" Ruby shouted and Blake nodded. Blake tossed Gambul Shroud with the ribbon attached at Yang who caught it. Smiling already knowing the plan, Yang gained some momentum as Blaje began spinning her around. "Well, we better help to, White Rose!" Weiss created a glyph for Ruby who began shooting through it sending out ice bullets that froze against the mech on impact.

Spider-Man ripped the hatch off to see Roman in the cockpit, "Oh crap."

"Yeah, 'oh crap'." Spidey said as he began punching Roman in the face constantly until he heard the screams of Yang. Giving a two finger salute and then the Detroit Salute, Spidey jumped off and let Yang punch the mech, decimating it with one blow. Roman rolled along the ground until he finally came to a stop, he then got up and wiped dust off his coat.

"Geez, and I just payed that off too." he joked. He noticed the girls began to surround him, until Neo jumped down in front of him, "Oh thank God," he mumbled, "Sorry gals, looks like this is the day you almost caught Roman Torchwick!" he tipped his hat and Neo smirked at Yang ready to make her escape...then she got punched in the jaw.

"Nuh-uh. Round 2." Spidey said as Neo held her jaw in pain. She smirked and winked at him, Spidey shot a web ball at Neo, but also punched behind him. The Neo behind him shattered like glass, but the Neo that was now behind him--she struggled for air.

 **Music Que: No Love- Eminem**

Roman looked behind the girls and saw the spider handling his own against Neo, "Okay...new plan. SCORPION!" out from the Bullhead that was supposed to be Roman's get away, and hopefully still was, popped a man in green armor with a scorpion's tail attached to the back. "Mind helping me out?"

"I get the yellow one." Scorpion said pointing to Yang. Yang smirked and held up her hands ready to fight. Scorpion mimicked her actions. Weiss moved over to Yang to assist her, while Blake and ruby dealt with Torchwick.

Back with Neo, she was internally cursing at herself for not making sure the Spider was dead on their last encounter. She dodged a punch from Spider-Man and tried to stab him with the tip of her parasol, but he grabbed the blade and webbed her hand to the parasol, he then twisted the parasol and her arm along with it, allowing him to kick her stomach and slam her to the ground. _He's gotten better at fighting...Damn!_ Neo cursed internally. _He's not talking either, I didn't think he was the serious type._ Pulling out her short sword from inside the parasol, Neo launched forward only for a web ball to hit her and break the illusion and show the real her coming from above.

"Web Slam!" Spider-Man shouted as he webbed Neo's chest and slammed her to the ground. _Spider-Sense!_ dodging left Spidey narrowly avoided being sliced by Deadpool's katanas.

"Okay webs, just relax." Deadpool said.

"Relax? This chick almost killed me!" Spidey shouted pointing at the multi colored girl.

"But she's my girlfriend dude!"

Spidey acted as if he had just been shot in the heart, "It figures you would find a crazy person to love you, not even a mother could love that face of yours."

Deadpool dropped his katanas and gasped, "Yeah, well, your mother is so uncaring, she wasn't even there when you were conceived!"

"Yeah, well your mom is so unoriginal, when you asked her for costume ideas, she jumped 20 years into the future and brought you back my old wrestling costume!"

This went on for some time, and Neo's eyes darted back and forth between the two, _What the hell?_ she took this oppurtunity to leave. "That's it, the Yo Mamagedan," Deadpool shouted as he brought out a note card, "I mean it this time too! Yo mama is...WHAT THE HELL IS THAT!?" Spidey looked behind him to see a sight that was all to familiar.

"No...why?" Spidey asked as a Spider Slayer, easily the size of a three story house, landed onto the battlefield. "Shit."

The girls all took their attention off of Scorpion, who was able to land too many hits for Yang's liking, and Torchwick. Both of whom made their escape with Deadpool and Neo on the Bullhead from earlier.

"Uh, Pete. What is that?" Yang asked, momentarily forgetting the agreement.

"Lunch. And that there Yang, is a Spider Slayer. A machine built specifically to kill me by some mad scientist named Alister Smythe. He's not here though which means-"

 _"Surprised to see this Spider-Man?_ The voice that came through the intercom was Dock Ock's.

"Octavius." Spider-Man growled.

 _"So, you do remember me. I'm humbled. It's been so long you see."_ Ock chuckled, _"Of course, it's been nice not hearing your terrible jokes. But enough about you, let's talk about you! Specifically you dying at the hands of a Dust powered Spider Slayer._ Ock paused so he could launch pyrotechnics from the machine.

"It's a little flashy." Blake said monotonely.

 _"Quiet, pest!"_ Ock snapped at the faunus, _"How could someone as small minded as you appreciate the genius of this new and improved Spider Slayer!_ the giant machine began to be covered in electricity, _"Oh, by the way Spider-Man, good luck destroying this the old fashioned way. The electrical current will make it quite difficult for you!"_ the intercom cut out and it seemed Ock had left.

"Well," Weiss began, "your the expert here what do we do?" she asked.

"I-I'm not sure." Spidey said uneasily, "This is way different than the other Spider Slayers. This is huge! The others were maybe the size of a semi-truck, not an apartment building!"

"Quit pissing your costume." Blake said sternly as the machine watched Spidey's every move. "Look, it's after you, which means it may not be paying attention to us. If you can distract it long enough, we should be able to find a weakness." the girls nodded and jumped away looking for any form of weakness. _SPIDER SENSE!_ Spidey jumped out of the way just in time to avoid a rail gun blast from the machine.

"Rail gun?! What the hell, that's new!" the machine's legs slightly collapsed and it began to fly up, "Oh come on, this thing can fly?!" While Spidey was distracting the machine, dodging bullets and trying to stay alive, the girls were looking for openings or weak points.

Blake was checking the sides, specifically the legs. With each leg she passed she noticed small flaws in the joints. Yes, they are armored, but it looked like with enough force you could make one of the legs collapse on itself. The only problem is the electric current _Think Blake, think! What would Peter come up with?_

Weiss ran passed Blake as she too surveyed the sides, except her job was the body. _No entries, but the back seems to be the closest entry point to the generator, assuming that's what the glowing light is behind the metal._ Weiss thought. _All we have to do is have it be still so we could turn off the current and break in._

Yang slid passed Weiss as she checked the bottom and thankfully she found herself an opening of some kind, "Score." she punched the box of some kind only to get a stream of electricity flow through her body, "BAD IDEA, BAD IDEA!!" She growled in frustration. _We need someone who can tank a hit better than I can._

Ruby looked overhead, but the only thing she noticed was that all the weapons were on the upper deck. "Alright, regroup team!" she ordered. The girls got together and tried to form a plan. "All the weapons systems of this spiderbot are on the top of it, like it didn't expect attackers from below." Ruby mentioned.

"No, it expects attackers from below, it's extra shielded around some power thingy." Yang mention with a groan, "But I'm certain you can stop the electric flow from there."

"The legs have weak points behind the armor on the joints. A minor design flaw that we can exploit, we just need some heavy hitters." Blake said as she glanced at Yang whose hair was practically a night light, "You wanna break some legs?" Yang gave a smirk at the question punching her fists together signifying she was ready.

"The sides don't have openings, but the rear has the weakest point of entry." Weiss mentioned.

"That's how Uncle Qrow used to explain girls on street corners at night." Ruby mentioned casually, "I still don't get it."

Weiss rolled her eyes and continued, "If we can break through the rear...I think we can destroy the generator."

"Then I think I have a plan!" Ruby exclaimed.

Back with Spidey, he avoided another blast from the rail gun, but was knocked down by one of its legs, "AGH!" he flew backwards and recovered in mid air landing safely on a support beam. "Guys, a little help would be appreciated!"

"NOW!" Ruby shouted. It started with Weiss freezing the legs in place, Spider-Man took this oppurtunity to help by adding copious amounts of webbing to each leg. Yang then dashed forward and began wailing on the legs, exposing the joints. "Spidey, destroy the electrical box thingy on the stomach!" Ruby yelled out.

Spidey web zipped beneath the machine _What the hell is she talking about?_ He looked a little longer and saw a black spot that looked like blast residue. Under the residue was a hatch of some sorts _Spider Sense is telling me this is gonna hurt...a lot._ Throwing all sanity out the window Spidey cocked his fist back and punched the hatch causing a dent and receiving a shock in return. "Ow, damn!" he webbed his hands together and continued his assault on the hatch. Once it looked like it was coming off the hinges he removed the webbing on his hands and gripped the hatch and began to pull. Through the pain surging through his body and the adrenaline of wanting to stop this thing before it hurt people on his account, Spidey mustered as much strength as possible and ripped off the hatch. "Hell yeah!" cocking his fist back he punched one more time and with that punch he shut off the electrical field.

Blake went to the top of the machine trying to cope it to firing a missile at her, "C'mon, hit me you hunk of junk! Even Spider-Man can hit me! I thought you were a Spider Slayer? So, why is it the predator always falls prey to it's victim?" finally the machine fired a missile, "Spidey, send this to the rear!" Spider-Man did as instructed and webbed the missile and altered it's direction to hit its rear armor. An explosion and the rear was exposed, "Yes, direct hit! Okay Spidey, think you can pull down the rest of the armor off back there?"

"If Yang can stop this thing! The webbing is breaking!"

Yang gave another few punches and started to feel the fatigue, "Oh crap." she muttered as she gave another punch to the armor and broke her hand in the process, "AAGGHHHH!!" Yang collapsed to the ground in pain as her semblance and aura practically gave out. Her eyes began to blink and then: black.

Spidey looked to the ground and saw the unconscious form of Yang, "Yang's down, I'm gonna help her and take her spot!" Spidey attached a web line to her body and pulled her towards him. He removed the cross given to him by Candi and wrapped it around her arm and webbed the arm to her chest to make a sling of sorts. He then placed her down behind some rubble that seemed out of the way, "God, if you're listening, please look after my friend. It's my fault she got hurt, and there is no reason for her to get hurt anymore on my account." a beam of light seemed to shine on Yang, sure it was a street lamp but still, "Amen."

Going back into the fight, Spidey seemed more determined than he has been in a long time about stopping this thing, "No more, I finish this before anyone else get's hurt." He said to himself before kicking one of the joints so hard it collapsed on itself, leaving it lopsided, "Faster." he said as he did the same to another, "Faster!" and again, "FASTER!" finally with the joints out he attached six weblines to the rear armor and pulled until it finally tore off. "YYAAAAGGHH!" giving a battle cry he jumped into the machine and began punching the generator until ist turned red. He then gripped the sides of it and lifted using all of his strength until it disconnected from the wiring and its holding area. Spidey slammed the generator onto the ground and threw in crushed Water Dust and shot a Fire Web Ball making a reaction.

Spidey jumped out of the machine and watched with the girls as it short circuited and collapsed, "Wow, that's it?" Weiss asked, "Funny I thought it would be worse." Spidey face palmed at what she said, and as if it was a stage que the machine blew up sending the trio of girls and Spider-Man flying backwards.

Once the explosion subsided the girls and Spidey, now with a torn mask, got up and shook the rubble off of their bodies, "Hey Weiss?" Blake started, "Next time, don't look a gift horse in the mouth." they all started walking away when they saw Yang against rubble with multitudes of shrapnel around her. Spidey looked up to the sky and performed the trinity cross. He then picked up Yang bridal style and began carrying her back.

"Hey, where's Sun and Neptune?" Weiss asked.

"Hopefully they're okay." Spidey said sadly as he looked at Yang's hand. "I'm sorry guys, this is all my fault."

Blake stopped dead in her tracks and spun around on her heals to face her teammate, "What the hell are you talking about?"

"If it wasn't for me you guys never would've gotten hurt, I should have told you to stay behind." Blake then promptly slapped Peter across the face.

"Shut up! Don't say things like that!"

"Okay, uncalled for." Peter mentioned.

"Shut up! If you did this alone you would've gotten hurt more than us."

"She's right Pete, we don't want another battle at the Pier-ter to happen to you." Ruby said solemnly.

"Yeah, and this is a different Spider Slayer than you have faced before, without us you'd be swinging around still getting shot at." Weiss said with a nod.

"But-"

"No buts!" Weiss yelled, "We're a **team** and as a team we stick together." Weiss said cupping her hands together, "Think of us as your weblines, we assist you, strong reliable and always with you." she said with a smile.

"Weblines snap too." Peter said solemnly.

Ruby and Weiss looked at eachother, "Okay, it's official, you're a pessimist." Weiss said pinching the bridge of her nose, "For someone so smart, why can't you see that we'll be fine?"

"I guess life hasn't treated me well, so excuse me if I don't exactly think you guys will be safe. I mean, just look at Yang!"

"She'll be fine, she's bounced back from worse." Ruby said with a snort.

Peter sighed as they continued to walk, "I hope you're right."

oOoOoOoOoOoOoOoOo

"GRRRAAAGH!" Ock shouted as his arms crushed several tables, "It should have crushed him!" he looked back at the footage and saw the girls who assisted his mortal enemy, "Yes, it seems I've greatly underestimated these Huntsman in training."

"Do not worry Otto," Octavius turned around to see Cinder standing in the doorway, "All will be well. Patience is a virtue after all. Besides, your ally, Scorpion, seems to have been rather skilled against them."

"Scorpions are natural predators to a spider." Ock replied, "Arguably, other than my intellect, he has the best chance of defeating the spider."

"So what did we learn today?" Cinder asked with a smile.

"We make them smaller, more volatile. Have them go after the girls and Spider-Man, then we use the Scorpion as our main attacker." Ock replied with a smile, "And I believe his armor is due for an upgrade."

"Good. Defeat the Spider, and we win the board."

Both sneered, "Checkmate." they said in unison.

oOoOoOoOoOoOoOoOoOo

 **Deadpool**

"C'mon honey, how was I supposed to know he was alive?" Deadpool asked as Neo had been constantly avoiding him.

"Trouble in paradise?" Roman asked.

"That's an understatement."

Roman patted his back, "C'mon Pool, let's get something to drink."

 **A/N: Sorry for the wait, and apologies to mrfugen01, I was gonna have an Omake at the end here, but I felt you guys have waited long enough. So, I decided to make a group of Omakes and form a new chapter: What If? #1 which I plan to re** **lease next.**

 **Infinity War kicked ass, can't wait far Deadpool 2. RIP my wallet this year.**

 **Favorite, follow, PM questions and leave sweet sweet reviews.**


	34. What If? 1

**What If? #1**

 **The Body Switcher Situation**

Peter was in the chemistry lab trying to make a new Web Fluid concoction with Dust implemented. "Ow, hot hot hot hot!" That was Ruby, she decided the best way to get out of studying with Weiss was to assist Peter in his activities. "So, exactly, what do you hope will happen?" Ruby asked as she laid the several hot beakers on the table in front of them.

"I hope, that they all work." Peter said as he poured some crushed Lightning Dust into his Web Fluid mixture. He stirred the beaker for a little bit and...everything was fine, a few sparks here and there but it seemed stable. "Okay, time for the next one." Peter poured in Gravity Dust into the mixture and stirred and watched in horror as his mixture shot upwards towards the ceiling.

 _Snort*_ Peter looked at Ruby who was trying to hold back laughter, "I can't believe that just happened. Oh geez Peter." Ruby said almost choking. Ruby gasped in surprise when an idea popped in her head, "Peter!" she shouted gripping his shoulders tightly.

"Relax. And, what?" Peter asked moving her hands.

"What if, now hear me out, we mix all of the Dust into one web fluid mixture?" Ruby asked with stars in her eyes. _There would be a lightning fire ice gravity magnet web ball!_ she thought with excitement.

Peter cocked his eyebrow with his mouth agape, "Ummm, why?"

Ruby scoffed in annoyance, "Because it would be hella fun!" Ruby then cupped her mouth realizing what she said, "Don't tell Yang I said 'hella' she'll never let me live it down."

The two stared at each other, Ruby's beaming silver eyes shining into Peter's hazel ones, "...Well, can't argue with that logic." Peter said with a shrug. Ruby jumped in the air in victory doing a few fist pumps in excitement. "Okay, Water Dust?"

"Pouring!" Ruby said excitedly.

"Ice?"

"On it!" _This is so exciting!_ Ruby thought.

"Fire?"

"Heating up!" _We're actually doing it!_

"Magnetism?"

"Almost done."

"Gravity?"

"Being held down!" _This is it!_

"Finally, Lightning?"

"Here!" _At last!_ There was a flash of light, an explosion of energy and screaming in pain. _Oh, that really hurt._ Ruby thought as she held her head in agony, her vision still blurry from the blast. _While in theory it sounded totally cool, maybe mixing everything together was a bad idea...Especially with web fluid, my hands are all sticky._ She waved her hand a couple of times to try and get it off. She recoiled in surprise when her hand looked a little more...masculine than she remembered. _I must've hit my head pretty_ _hard_ She thought with a chuckle. She looked forward and was relieved to see a mirror reflection of herself. She was relieved that she didn't have any serious markings, just some scuffs. _I look cute in a lab coat._ She thought with a giggle.

"This isn't a reflection _Ruby_." her reflection said to her. Ruby looked at herself with wide eyes and noticed there wasn't a mirror, it was just her against a wall! But she wasn't against the wall **s** **he** was against the wall. "I have some troubling news. News that I have barely come to terms with." Ruby looked at herself with wide eyes and sweat forming, "I'm Peter and YOU are Ruby, and WE switched bodies...somehow. And frankly, I don't know how."

Ruby-er-Peter, no Ruby... _ **Christ I'll save you. Ruby is in Peter's body, therefore Ruby=Peter's body, and Peter=Ruby's body. Still same names, different bodies. Does that clear it up?**_ Uh...I guess so? _**You don't sound confident at all.**_ I'm not sure if this is a good Idea anymore. _**No, no, you're doing good, just drink some coffee, take Aleve for your headache and then come back when you're feeling better.**_ Thanks man.

Ruby, looked at Peter with wide eyes of shock and fear. She couldn't believe what was happening _I-I'm not in his body really right? This is all a dream, yeah a dream._ Seeing that Ruby was still having a hard time comprehending things, Peter took it into his own hands to grab Ruby's scroll and show Ruby what she looked like. "Here." Peter said as he gave her the scroll with the front facing camera on, "Believe me now?" Ruby dropped the scroll, her mouth agape and chuckled for a little bit, the chuckle turned to laughter and the laughter turned to crying which then turned to sobbing.

"Noooooooo!" Ruby groaned out rocking on the floor in the fetal position.

Peter cocked an eyebrow in surprise, "You're...taking this much MUCH worse than I expected."

"Now that we switched bodies, your going to do things to me!" Ruby said crying.

"What? What the hell are you talking about?"

"Yang said that at the first chance a boy gets if he get's ahold of a woman's body he'll do things to it!" Ruby cried out.

Peter's face turned a shade of red similar to that of the cape he was wearing, "Ruby, I think she meant something else entirely. Something we will discuss later." he gritted, "But, if it will make you feel better, I would never do that to you."

Ruby sniffed hearing his words, "Really?" she asked innocently.

"Of course, I respect you and the other girls WAY to much to do something like that." Peter said with a smile, and to Ruby it was reassuring. _Damn, her smile even works on herself._ Peter thought.

"But what about when we have to change, or if we have to take a shower?" Ruby then gasped in horror, "Or even worse: use the bathroom." she whispered.

 _Oh shit._ Peter thought in horror as his face became even more red. He began to pull at his hair in frustration, "AGH! I didn't even think of that!" he yelled out.

"Hey, hey HEY! Careful with the hair buster! You may keep your 'dude' hair greasy and gross, but I actually clean mine." Ruby said pulling his hands away.

 _And who says you and Yang have nothing in common._ Peter thought. "Okay, best thing for us to do is not tell our teammates about this." Peter said taking deep breaths to calm down.

"No, we have to tell Yang!" Ruby argued.

"Absolutely not! If we tell Yang, she'll never let me live it down."

"Then I guess we'll have to settle this the old fashioned way." Ruby said cracking her knuckles.

"I guess so." Peter said as he popped his neck. "Ready?" he asked.

"Ro-"

"Sham-"

"BO!" the both shouted in unison as they both threw down their weapon of choice: Ruby chose scissors and Peter chose rock.

"NOOOOO!" Ruby shouted in defeat. "Fine," she groaned, "we won't tell anyone, but what are we gonna do?"

"I'll stay up and figure out what happened and see if we can reverse this. In the mean time though..." Peter said as he cupped his chin with his thumb and index finger.

"What?"

"You need to take my place."

"Really? No kidding, tell me something I didn't know genius!" Ruby sassed. _Well she has that part down._ Peter thought.

"No, I mean you have to be me. You have to be Spider-Man." Ruby's heart sunk to her stomach and her eyes looked as if they were going to pop out of her sockets.

"Ha! You're funny Pete." Ruby laughed, "I thought you were serious."

Peter looked at her with half lidded eyes and crossed his arms, "I'm serious." Ruby stopped laughing as she stared at her body making a facial expression so serious she was certain only Weiss or Glynda could pull it off. _I can scowl? That's possible!? HACKS!_ Ruby thought.

oOoOoOoOoOoOoOoOo

The two returned to the dorm, both sweating profusely. "Why am I sweating so much? This never happens to me." Ruby complained.

"It's my body, when I get nervous I begin to sweat okay! Don't make fun of me. You have the unstable molecules on, so it shouldn't be a problem." Peter explained as he struggled in Ruby's body, "Christ, how can you breath in this corset?"

"It's aerodynamic." Ruby explained.

"Okay, good job using smart words in my body, seriously I applaud you." Peter joked with a mock round of applause.

"Oh shut up." the two stood outside of the door unsure of whether they should go in or not. "Well, nothing ventured..." Peter opened the door and both walked in saying nothing.

"RUBY!" Yang shouted as she tackled Peter to the ground, "How was hanging out with the nerd?"

"It wasn't so bad." Ruby responded.

"I didn't ask you Peter." Yang replied with a smile. She stared at 'Ruby' (Peter) "So, how was it? Super boring I bet."

"N-No, it was...interesting." Peter replied nervously.

"Really?" Yang asked skeptically.

"We made out!" Ruby blurted out causing Yang and the rest of the team to stare at her. Yang looked back at Peter.

"I-Is that true Ruby?"

Peter nodded his head quickly before staring at Runy with dagger eyes, "Yeah. It was my fault, I tripped and instigated it." he seethed out.

"Oh..." Yang let go of Peter and walked into the bathroom.

Peter chuckled nervously, "Hey Peter, let's talk." Peter walked over and grabbed a nervous Ruby by her ear and pulled her out of the room.

"Ow, ow, ow!"

Weiss looked over at Blake who didn't seem to be reacting as she continued to read her book. "Something is wrong." Weiss said.

Blake licked her finger and turned the page, "Peter and Ruby switched bodies and are trying to hide it from us." Blake said cooly.

"How-"

"They were talking about it outside the door." Blake said as she removed her bow and pointed up, "Faunus, remember." Weiss stared at her with her mouth agape.

"So...what do we do?" Weiss asked.

"We mess with Peter. I still have to get him back for a lot of things." Blake said with a sinister smile.

"Oh, my Spider Sense is tingling." Weiss said with a worried expression as Blake gave a look of pure evil.

oOoOoOoOoOoOoOoOo

Walking through the door again Ruby was greeted by Blake. "Hey Peter, I'm tired, can you do me a favor?"

"Uh...sure?" Ruby replied.

"Great, I need you to get these books from the library for me okay?" Blake handed Ruby the list and at the bottom Ruby noticed what Blake had wrote.

'I know what happened, you guys talk kinda loud outside that door. Good luck Ruby.' Blake gave a wink to Ruby who responded with a thumbs up.

 _Oh Ruby's gone. That means it's just me...and these girls...as I'm in a girl's body._ "Yeah... this is fine." Peter said out loud trying to convince himself. Peter glanced over at Blake who smirked. Peter gave a nervous wave in return.

"You're awfully quiet today Ruby." Weiss mentioned.

"Well, you know, lab chemicals really do a number on the larynx." Peter said trying to be as convincing as possible.

Weiss squinted at Peter, "New vocabulary word for you there _Ruby_?"

"Uh...hanging out with Peter a lot these days I guess." Peter gulped _Oh this is bad._ Suddenly Yang came from the bathroom smiling.

"Oh, I'm so glad how grown up my sister is becoming. Come're give your sister a hug." Yang said sweetly as she held her arms out fro an embrace.

"O-O-Okay." Peter nervously held his arms out and was snatched by Yang, who gave a malicious smirk, and proceeded to smother Peter's face with her chest.

"Oh, I just can't believe how grown up my sister has become, it's so devastating!" Yang said in faux pain. _Weird weird weird weird!_ Peter screamed internally _To fast, to fast, to fast! Make it stop!_ Yang continued to suffocate her 'sister' between her boobs and Peter continued to struggle.

"Yang stop! Okay quit, quit, quit! I'm not Ruby, I'm Peter, I'm Peter!" Yang let go of Peter who now had an extremely red face, and it wasn't just because of the bloody nose either. He looked at the other girls who all smirked at him and then proceeded to laugh, "Don't laugh, I'm serious!"

"Oh, we know, Blake told us everything." Yang said with a sly smirk.

"What-" Blake pointed at her ears before Peter could ask. Peter blinked owlishly before face palming, "She's a faunus. God dammit." Peter groaned.

"So why were you so focused on keeping this a secret from us?" Weiss asked, "We would've believed you guys."

"Because..." Peter clenched his fist infrustration, "Because it's embarrassing okay! I'm freaking out over here! I think I'm gonna have a panic attack!"

oOoOoOoOoOoOoOo

Over in Yokai Academy Ben looked up from his studies and laughed his ass off, "What a wuss." he said before going back to what he was doing.

oOoOoOoOoOoOoOo

Back with the gang, Yang was having a field day with Peter, like playing 20 Questions, "What's so weird about being a girl Peter?" Yang asked with a smile.

"It just is okay!" Peter stomped his foot in frustration making all the girls laugh at him. "It's not funny! I feel awkward, it's like I'm starting puberty all over from the beggining!" Peter said as he rubbed his arms.

"Geez, why are you freaking out so much? Did Aunt Flow come to visit or something?" Yang asked with a chuckle.

"You guys have an aunt? Is it your uncles wife or something?" Peter asked not understanding the question. The girls all looked at each other before bursting out in a fit of laughter, Blake even kicking her legs in the air as she lied on her back. "You guys suck."

"Relax Peter, there isn't much of a difference between boys and girls." Yang mentioned.

"Yang." Peter said seriously, "I'll have to sit down to use the restroom and close my eyes to both shower AND get dressed."

Yang's eyes widened in realization, she stopped laughing, and once again Peter just wished he shut his mouth. Now in a fit of rage Yang gripped Peter's collar and began to shake him back and forth, "Peter I swear to gods, if you lay a finger on my sisters body or even peek at it I will break you so fast your Spider Sense won't be able to detect it!"

"Yaaaang!" Peter shouted as Yang continued to shake him, "I may be Peter but this is still Ruby's body!" Yang let go of Peter and he fell back practically lifeless. _I think I take my powers too much for granted._ Peter thought as he lied down with a dizzy expression and a massive headache.

"So what's your plan?" Weiss asked.

"That's the thing," Peter said as he sat up worried, "I don't know what to do. I can't really think of what happened it's kinda...fuzzy." Peter said as he rubbed the side of his head. "But I'm willing to work non-stop to get Ruby and I our respective bodies back."

"So what's Ruby doing during all of this?" Blake asked, "Surely you aren't planning on her being Spider-Man are you?" Silence. "Oh my God. Peter! What the hell are you thinking?"

"Not very rationally, I know. But it's the only choice. The city needs my help and I can't exactly do that in this body with no 'stick em' powers." Peter then punched the wall next to him and held his hand in pain, "I also can't deal much damage."

"Well," Blake started with a sigh, "Guess we have to teach Ruby some basics. It's also probably best that Peter and I go out with her for the first couple of nights until she gets the hang of it." Weiss scoffed at Blake's plan.

"You can't seriously be considering this?" Weiss asked, "This is crazy, right Yang?"

"Ruby always did want to be a super hero." Yang mumbled.

"Oh what the fu-"

oOoOoOoOoOoOoOoOo

 **Later that night**

Blake, Peter and Ruby stood on top of a building getting ready for Ruby's furst excursion. "Okay Ruby," Peter started, "I will be giving you advice through this earpiece." he tossed the earpiece to Ruby who caught it with her finger.

"So cool." she whispered.

"I will be assisting you so that when you fight crime you don't, you know, kill someone." Blake said cooly, though she had a smile as she said that.

Ruby froze, "K-Kill someone? I could never do that!"

"Well..." Peter started rubbing the back of his head, "You don't exactly know how to hold back yet. So, it's best that you learn to give these guys love taps you know? I can punch through steel you know. So Blake graciously volunteered to watch over you." Ruby gulped before nodding, "Good. Now start off by pushing the center of your chest and concentrate really hard on the outfit you want to wear."

She did so and the suit formed, though not how Peter would have thought. Her outfit had a red torso that had a single spider on the chest with the bottom of the outfit was blue and there was no web pattern, she also gave herself a short cape. "Since I could never be Spider-Man, I'll just be: _The Amazing Spider!_ " Ruby said with joy. _Okay_ , Peter thought _this could work._

Ruby turned to Blake and she nodded and the two jumped off the rooftop. "Ruby, come in Ruby." Peter said on his communicator.

 _"This is Ruby here, what do I need to do mentor?"_

"Right now, nothing. I was just making sure the comms worked." Peter sighed and sat on the fold out chair he brought to the roof. "This is gonna be a long night." Peter said to himself.

oOoOoOoOoOoOoOoOo

"Okay, so as Spider-Man, what do I do?" Ruby asked Blake.

"I don't know, why don't you ask Peter?" Blake said slightly frustrated, _Only five minutes in and she's playing 20 Questions with questions I don't know the answers to._

"Oh yeah!" Ruby said excitedly as she clicked her communicator, "Peter, quick question, How do I Spider-Man?"

 _"It's pretty simple, you stop every crime that you see, hear or smell. Do so in anyway possible, make sure to leave before the cops get there too. They'll try to make you clean up the mess otherwise._

"Got it!" Ruby responded. Just as soon as she got an answer she heard sirens in the distance, "Do you hear that Blake?"

"How could I not?" the two hurried there way, as best they could seeing as Ruby still wasn't used to web swinging, to the crime. Once there the two saw a large building on fire.

"Please someone help! My wife is still in there!" a man cried out. Blake ran up to the man.

"What floor is she on?"

"Fourth floor, room 406." the man said frantically, "If you are going to do something, please hurry!" Blake looked at Ruby who had already jumped in through the window, _Braver than I thought she'd be._ Blake thought.

 _"It's okay Ruby, that guy said that the lady is in room 406. You can do this!"_ Peter encouraged. Ruby nodded, knowing Peter couldn't see her, but it was more to steel herself to the occasion even if she was shaking from fear. _You can do this Ruby._ she thought, _Be the hero you always wanted to be._ Through the fire and thick smoke Ruby found the room. She went to open the door, but felt a searing pain in her head. She pulled her hand away and it subsided _Is this his Spider Sense? This is terrible, it feels like getting a headache when you have a cold!_ She looked at the door and opted to knock it down. She cocked back her foot and kicked forward, and watched as the door shattered into dozens of pieces _Right, probably should hold back a bit._

"Please help!" the woman screamed. _Bathroom!_ Ruby thought and quickly rushed over towards her. Only to find the woman nude. _Oh, of course! Not what I needed to see!_ Ruby webbed the woman a cover so that she wouldn't be exposed when she returned to her husband. Picking the woman up Ruby went to the entrance of the apartment just to see wooden planks fall in front of her. "Peter, I need a detour." Ruby said over her comm.

 _"Use your head Ruby, where is the nearest window?_ Ruby turned to see one in the back of the apartment, but...

"It's too small!" she shouted out.

 _"Then make it bigger._ " Ruby jerked in realization. Looking at her hand she balled her fist and cocked it back and punched forward getting rid of all the glass and the sliding bit altogether. Ruby put the woman outside first, having her hang onto a web strand and let her down gently. The lady landed and ran to her husband. Ruby smiled and was about to leave herself when she heard something on the floor above her: a crying.

Getting away from the window Ruby looked up and punched a hole into the ceiling and entered the upper floors by makeshift entrance. Ruby listened more and heard the crying in a room across the hall. Kicking the door open, more gently this time, Ruby followed the sound to an appartment at the other side of the building. She kicked the door open and to her horror she saw a woman pinned beneath a burning log and her daughter trying to lift it off of her. Ruby quickly rushed over and, against her heads wishes, picked up the burning log with her hands, "Ow ow ow ow ow!" he kid moved her unconscious mother and Ruby dropped the burning beam. She picked the mom up and carried her over her shoulders, and picked the kid up in her arms. Looking around, Ruby remembered they were in the back of the building. Going out the door she saw the giant window at the end of the hall. She kicked through it and jumped out the window to a neighboring building. Then she returned to Blake, who was helping the lower floors. Blake smiled at the good Ruby did and patted her on the shoulder. The two left soon after, and even though Ruby would never admit it, as she saved that woman, she had more tears streaming down her face than she had in a long time.

oOoOoOoOoOoOoOoOo

Swinging around, and Blake jumping off of rooftops, the two eventually encountered a group of individuals trying to rob multiple ATMs at once. "What are a bunch of meanies like you do out so late?" Ruby...'quipped'.

 _"Don't quip, leave it to professionals."_ Ruby's face burned red in embarrassment.

"What he means is, I think you guys are looking for an excuse to get your asses kicked!" Blake said punching her fist into her palm. The men just looked at the two of them and reached into their duffle bags, which were NOT filled with stolen cash like Blake thought.

A sharp pain coursed through Ruby's head again _Spider Sense!_ The men pulled out large assault rifles and began to fire at the duo. Ruby was so scared she froze up, she saw her life flash before her eyes, she was going to die with some boy in her body... _Wait, that didn't come out right._ Time seemed to slow as the bullets reached Ruby and she stared in morbid fascination as she moved her head slightly and watched the bullet sail passed her, "Woah." Ruby smirked as she easily dodged all of the bullets that came at her with ease. _This is incredible!_ Shooting a webline Ruby was able to disarm the man and punch him in the gut...a little too hard as she felt the bones from his ribs crack. _Okay, too strong! I get it!_ Quickly moving to the next assailant she sent a few quick jabs to knock him out and assisted Blake. Unfortunately, while she was focused on Blake, she listened to her Spider Sense too late and got shot in the arm. "AGH!" she had never felt this pain before. _Is this what it feels like? Is this why Peter is always_ _so scared?_ Blake took out the man that shot Ruby and the two left them webbed to the wall. Ruby didn't say anything, but if there was something she took away from her first outing it's that she now has Ultra Super Mega Mad respect for Peter.

Meeting up with Peter he smiled when he saw them and patted Ruby on the shoulder, which she recoiled in pain. "Ruby, are you okay!? Did you get hurt badly?"

"Just shot in the shoulder." she said seething. _It really hurts though!_

"Oh my God, Ruby I'm so sorry, I never should have asked you this. Oh my God, if Yang finds out...she'll kill me!" Peter said as he pulled his hair.

"Relax Peter," Ruby said, "I'm fine. Your body is really doable."

"Durable." Blake corrected.

"Right, that. Point is, it's all good. Besides, Yang won't kill you. You're in my body silly." Ruby chuckled, "Just do what I do and give her the doe eyes and a quivering lip!" Peter breathed out a sigh of relief before nodding.

"So how was the first day?" Peter asked.

Ruby groaned, "Ugh, terrible! I burned my hands, your Spider Sense is a migraine timrs ten, I was shot at and shot as you saw, and to make matters worse there was this really old lady that kept hitting me over the head with her purse even though I had just retrieved it for her!" Peter chuckled at that last part, "I just wanted to yell at her, but I couldn't because it was an old lady you know? It's like for every two people that like you one person hates your guts enough for three people."

"It was worse in New York." Peter mentioned making Ruby groan even more, "Look, if there is anything I've learned in the last two years it's that: 1) You can't please everyone. 2) There will always be fans and haters. 3) It's always best to wear the costume commando. And 4) With Great Power Comes Great Responsibility." Ruby nodded her head a few times before smiling, "C'mon, let's go back to the dorm. Then I can start figuring out how to get us out of this predicament."

"Commando?" Blake asked Peter.

"It stops the chafing."

oOoOoOoOoOoOoOoOoOo

 **Many Weeks Later**

It had been several weeks since "The Incident" and still there was no progress in trying to switch bodies. Peter thought a machine, but didn't have the tools or knowledge on where to start. Then he had the idea to literally switch their brains...yeah, it was a dark day and he felt a little evil scientist-y. He even contemplated that maybe this was all a fever dream and that he was dying. Unfortunately all his math said, no, this is reality and he's just screwed. Today he had been going over plans with the next smartest person he knew: Weiss. But they have yet to make any progress on the situation. "Why don't you just do exactly what you were doing just before you two switched bodies?" Weiss mentioned trying to give a good suggestion.

"Weiss don't be ridiculous that wouldn- OH MY GOD!" Peter yelled falling to his knees in defeat, "It was so obvious! The strange reaction of chemicals and Dust had some sort of adverse effect. Weiss, your a genius!" Peter said as he gripped her, "God, I could kiss you!"

"Please Peter, there's no need- _*Mmph*_ " and he did it. He kissed her...in Ruby's body. Let that sink in, let your laughs out at the absurdity that has become this Non-Cannon chapter. _**We just putting in all the ships.**_ Shh, that's later...later. Peter recoiled back and stared at Weiss with excitement, her face was filled with...shock, horror, kinda blank. "I just kissed Ruby...but it was Peter." she said quietly. Peter looked down at himself, remembered the predicament he was in and laughed for doing something so different. It was like he was in some comedy anime or something.

"Wow," he started, "I guess you could say..."

"I know what your doing. Don't. Final warning." Weiss said pointing a finger menacingly at Peter.

"that was really..."

"Don't!"

"really..."

"STOP IT!"

"gaaaaaay." Peter was laughing his ass off while Weiss beat the ever living crap out of him, "Oh it hurts, but the laughter masks the pain!"

oOoOoOoOoOoOoOoOo

Both Peter and Weiss slammed open the door to their dorm, "We figured out how to change us/them back!" they said in unison. "We, literally, just do what we did before." Peter said with a nod.

Blake and Yang looked at each other with questioning faces, "It took you a little over a month to come up with that plan?" Yang asked with a chuckle, "What the hell have you been doing? Jacking- oh wait, you can't do that right now." Peter flipped her off.

"Well, that's great!" Blake said with a slight smile, "Let's get ahold of Ruby." Blake opened her scroll and called Ruby's, "Ruby, it's Blake."

 _"Hey, what's up? Do you need a book while I'm out or something?"_ Ruby responded with a chuckle.

"No, Peter and Weiss are certain they found out how to get you and Peter back in your bodies." there was a slight pause, "Ruby?"

 _"Yeeaaaaah. I'm gonna have to give that a hard pass."_

Peter chuckled and cleaned out his ear with his pinky, "Ha, I must have something in my ears, it sounded like you said 'no'."

 _"Essentially."_ Ruby replied making the team gasp in shock, _"Yeah, sorry Pete, but, this is life now. I think it's time we just accept it._

"It's been a month!" Peter argued.

 _"A month too long. This is how I choose to live my life, I think you should respect it._

"So your going to force me to do something I don't want to do because you want to live your life as me? God, your the reason why people hate SJWs!"

 _"It's life now Pete, or should I say, Ruby?"_

"No, you shouldn't say that at all you Kojima Body Snatcher. Now give me my body back Ruby!"

 _"Sorry, it's not Ruby anymore, it's The Amazing Spider, and I'm a better Spider-Man than you ever were."_ and with that she hung up. Peter didn't say anything. He just hung his head trying to supress his anger.

"Peter, are you alright?" Yang asked, still not believing her sister turned psycho.

Peter pulled out his scroll and hit the first contact on his list, "Deadpool. It's me Peter. I'm not going to bother explaining what happened to me because I have a feeling you know, so I'n going to ask: Wanna help kick the ass of the body snatcher that stole my body?"

Silence.

 _"Hells yes!_ with that Peter hung up and smiled.

oOoOoOoOoOoOoOoOo

Hours later Peter, WBY, Deadpool and for some reason JNPR arrived at the rooftop that Ruby was on. She turned around an laughed at them, "How did you guys find me?" she asked.

"Deadpool knew." Peter said, "Plus I put Spider Tracers on all of our scrolls, it was just a matter of putting in the access code." they couldn't see it but Peter was certain Ruby was scowling behind her mask.

"So what? Are you going to fight me for the body?" Ruby asked.

 _ **Music Que: Bring Em Out--T.I.**_

"Only if I have to." Peter replied. Ruby shrugged her shoulders, popped her neck and her knuckles and put up her fists. JNPR was the first to attack, though a little uncoordinated it looked effective. Jaune had a frontal assault with Ren and Pyrrha at the sides and Nora by air. Ruby jumped back and webbed Jaune, pulling him forward to get hit by Nora. Ren and Pyrrha were quick to get back on task and dash after Ruby. Ren began firing and time slowed for Ruby as she dodged every bullet with ease. When Pyrrha slashed Ruby yawned as she caught the sword and punched Pyrrha in the chest knocking her into Ren. Ruby felt her Spider Sense go off and she dodge rolled Nora's attack shooting web balls at her to lock her in place. "Too easy." she turned and moved her head slightly to avoid a slash by Jaune, "Jaune. Okay?" Ruby said tauntingly as she kneed him in the gut knocking him down for the count.

Next was Weiss, Blake and Yang who faired much better, so much so that Ruby got punched by Yang. Ruby noticed that no blast released from Yang's arm, "You guys will never beat me without going all out!" Ruby yelled as she hit Yang back.

"Ruby, this is crazy! That's not your body and you don't deserve it!" Peter yelled out.

"Don't deserve it? I have stopped so much crime in the last month that there are talks of me getting the key to the city! I've done better than you in every way possible, I deserve this more than you!"

"No Ruby! That body is a curse, I'm saying you don't deserve it because someone as sweet and caring as you shouldn't have to deal with the things I've dealt with!" Ruby was caught off gaurd by the statement and was knocked down by Blake. After her brief lapse of judgement she returned to the fight, knocking Weiss out in one punch.

"This is impossible, she can sense our every move and can punch through our aura!" Blake said huffing, "Yang, I don't think even your semblance can help." Yang gritted her teeth in anger.

"I told you, I'm better than you in every way Peter. I can defeat my opponents in one hit whereas it takes you multiple." Ruby said barely breathing hard, only a few minor cuts present before the suit repaired itself.

"Are you kidding me? I could do that to! I choose not to because I don't want to kill anybody by accident. Tell me, have you even considered what those who don'g have their aura unlocked are feeling when you punch them?" Ruby was silent, "That's what I thought. You don't care if you 'accidently' kill someone, hell you probably don't care!"

"That's not true!"

"Really? Are you sure? Where you stand you call yourself a hero. But from where I stand all I see is a villain. Look at yourself, you got a taste of my power and now you will hurt anyone that tries to take it away, including your friends. You're no hero you're a power hungry monster! No better than those grimm!"

"SHUT UP!" Ruby launched forward to use a devastating punch on Peter, but had to move to avoid being turned into a kabaab by Deadpool. "Drainpool." Ruby hummed.

"I-It's DEADPOOL you little brat!" Wade said, quite peeved that Ruby had forgotten his name. He pulled out his katanas and began to swing, and she was able to dodge all of his slices. He pulled out a Deagle and got a few shots in on her, but she tanked it though at first she did recoil in pain. Deadpool tried again, but Ruby webbed the gun and yanked it from his grasp. "Awe crap!" with a loud battle cry Ruby punched forward and knocked Deadpool back at Peter who stood their with Yang and Blake. "Dude, she's really pissed and in YOUR body, you become strong when pissed." he groaned and held onto his stomach.

"Ruby, can't you see what you're doing is wrong? What would mom say if she saw you?" Yang asked with tears in her eyes and Ruby stopped in her tracks.

"Shut up, you don't know." Ruby replied.

 _Oh my God, that's it. It may be my body, but she's still Ruby!_ Peter thought. "Ruby, I think you're right."

"Huh?" Ruby, Yang and Blake all said in unison.

"Yeah, you should have my body. I'm having sooo much fun in yours." Peter said with a wink to Yang, "I mean, I've done so much to yours."

"What?" Ruby asked worriedly.

"Oh yeah, I've peaked every time I showered, and might I say: Not Bad." Ruby gulped, "Oh and I make sure to take real good care of it too, like when I'm washing my torso I make sure I spend extra time in the chest region to make sure it's fully clean."

"What?" Ruby piped out almost like a squeak.

"Oh, and did I mention the pictures that I've been taking pictures of you...nude."

"What?!"

"Or that I've been spreading them around campus?"

"WHAT!?"

"Maybe I'll send them to your dad next, I wonder how he would react."

Ruby's heart sank, her reputation of being the good girl who faught to protect the kingdom would be over and it would be replaced by that dreaded word she's heard so many boys call her sister before. That word she couldn't stand because she knew it wasn't true: Slut. "NOOOOOOOOO!!!" Ruby collapsed to her knees in anguish. Taking this opportunity Yang ran up and punched Ruby in the back of the head knocking her out cold.

"Well. Thank God that's over with." Blake mentioned.

oOoOoOoOoOoOoOo

Dragging Ruby back to Beacon, Team RWBYS was finally in the chem lab where this terrible incident first occured. Ruby opened her eyes to see her body's silver ones staring back at her. "Good you're awake. Now, first things first, I'm sorry. I lied." Peter said causing Ruby to look at him in confusion, "I never looked at your body this past month at all, I closed my eyes for everything and I never took any pictures."

"So you just did that to distract me?" Ruby asked and she received a nod in return, "Oh, I'm so stupid." she lamented as she dug her head between her legs. "I can't believe I did all of those terrible things to you guys. I'm sorry." Ruby said almost crying, "Mom would be really pissed." Yang rushed to her sister and gave her a consoling hug.

"If it's any consolation, I didn't know my parents, so I can only imagine how they feel about me dressing up as a vigilante every night for the past two years." Peter said as he readied the mixture. He turned to Ruby, "Are you ready?" looking at her hands one last time Ruby nodded, "Then let's do this."

"Okay, Water Dust?" Ruby asked.

"Pouring!" Peter replied.

"Ice?"

"On it!"

"Fire?"

"Heating up!" We're _almost there._ Peter thought.

"Magnetism?"

"Almost done."

"Gravity?"

"Being held down!" _This is it!_

"Finally, Lightning?"

"Here!" Peter poured in the last ingredient and again there was a large explosion and then blackness.

Peter awoke several hours later and looked at his hands and saw how masculine they were _No boobs, masculine hands, short hair, but just in case_... Peter looked inside his pants _Yes! I'm back!_

Ruby woke up and looked in an actual mirror and saw her face and smiled. "Ruby! Did it work?" Peter called out. Ruby turned to him with the smile on her face beaming brightly and nodded. She then quickly ran up to Peter and gave him a huge hug.

"Peter, again, I want to say I'm sorry." Ruby said sadly.

"Hey, it'll be alright Ruby. I bet if you had as long as I have you would've made an awesome Spider-Girl." Ruby pulled Peter in for another hug and began nuzzling his chest, "Uh, Ruby, what are you do- _*Mmph*_ " Peter was then kissed by 'Ruby'.

"Guy's something is wrong, my body shouldn't be this curvy!" Blake yelled out.

"Why am I in Yang's body? I was the furthest away from her!" Yang yelled out.

"Cool." Weiss said in a monotone voice.

Peter turned back to Ruby who had a devilish smile, a smile he's seen on only one other person, "Yang?" he asked and she clicked her tongue in response. The girls began to freak out on another body switching conundrum and Peter could only hold his head in pain.

 _ **The End?**_

God yes! That was so convoluted, I can't believe I pulled that story out of my ass!

 _ **It worked out well.**_

You think so?

 _ **Yeah.**_

What do you think the readers will think?

 _ **That they will either skip it knowing it isn't cannon, read it because they got the update or read it and then write a review explaining that it doesn't make sense completely missing the fact that it isn't cannon.**_

Yeah...that sounds about right.

 **A/N: As promised guys, What if? #1. I thought it would be multiple short stories, but this was as long as a decent chapter so, nah. I hope you enjoy this fun little dealio as an apology for being so inconsistent with updates. It's been hard with school and stuff you know? Hopefully I can crank out two or three Fast Time's chapters so that I can return to this for you guys, since I know a lot of you don't read both.**

 **Also real quick, How many of you play XBOX? PM me, maybe I'll play a match with you in like Fortnite or CoD or Halo or some shit. Okay, well I'll see you next time.**

 **P.S. Next time will be a filler chapter(s) that takes place between the battle with Roman and the week or so to the dance.**


	35. Spidey and Deadpool's Excellent Shorts

**So this is basically me giving you guys something small as the What If? story I was working on is going into rewrites...Also work is killer. Anyways PM me for questions, or if you just wanna say what's up. Recommend Anime if you want. Review more, like really tear apart my older chapters. I reread those recently and thought, "Wow, those are shit. Why did people like it?" It doesn't matter my favorite chapter is still the last chapter I did for Fast Times. Also I figured out ships! Yaaaaaayyy (sarcasm as I will be ridiculed by some...most...) And if you guys wanna know what my life has been like recently, I got domed by a plastic crate falling 15 feet downward onto my head...not fun.** **P.S. these are considered cannon, as they just happen at different points in the story, but it's kinda up to you where you feel they fit best.**

 **Spidey and Deadpool's Excellent Shorts**

 **The Pheromone Disaster**

Peter sat in his dorm studying for a test that he was certain Ooblek would be giving them. _Okay, I shouldn't have to study too hard as it will only be going over the last few chapters._ Peter thought as he looked at the last few things they talked about. _Hmm, dates will probably be the hardest since I'm not from here._ he leaned back in the chair and placed his hands behind his head and released a long sigh. "Maybe I should ask one of the girls. But...Well, Ruby isn't great with dates or history, Yang copies my notes which leaves Blake and Weiss. Both are good at studying, both have great grades, but only one shall I study with!" he said to himself with a finger in the air. Last time he studied with more than one of the girls it turned to disaster. These two were definitely more tame than the others, but he didn't want to chance it with his luck. "Weiss or Blake..." he kept repeating as he tapped his chin. He pulled out a coin and decided to flip, "Heads it's Blake, tails it's Weiss." he flipped the coin and it bounced off the table top into a spin and then miraculously stopped on it's side.

Peter stared in utter disbelief at what happened. "Well, guess life likes to piss on my shoes even on a different world." Just as he tried to come up with a scientifically fair way of getting a fifty-fifty chance for either or, life decided for him.

"Hey Peter, what's up?" Blake asked as she walked through the door. _I guess that's the answer to my question._ Peter thought. Blake's ears twitched lightly as she noticed what Peter was doing, "Oh, Ooblek's stuff? Do you want some help?" Blake asked as she leaned in getting rather close to Peter's personal space.

"Yeah, that sounds great, I'm not great at dates admittedly." Peter said as he rubbed the back of his head sheepishly. "I figured you would be a nice help anyways, since you're, you know, familiar with your world." Peter said causing Blake to chuckle.

"My, my, what a change of events," Blake mused with a cat like smile causing Peter to nearly lose his composure, "for once I'm the one saving you."

A few hours into studying Blake continued to challenge Peter's memory and would even scold him when he would get "simple" questions wrong. Blake drooped her ears in frustration as Peter got the same date wrong again. Peter looked at Blake's bow and, for whatever reason, removed it to expose Blake's cat ears causing her to blush. "Peter, I think you're forgetting the point of us studying."

"What's wrong with exposing how cute you look for real?" Peter said with a smile, but on the inside... _OH MY GOD! WHAT THE HELL DID I SAY? WHY DID I DO THAT?!_

Blake blushed a dark shade of red, "I-I just think that we should focus on our studies." she replied with a gulp.

"Oh, but we are focusing on studies, right now all I want to do is study you." _AGGGHHHHHHHHH!!! What is going on?!_ Blake couldn't respond to Peter's advances as his lips suddenly locked lips with hers.

 _This isn't like him._ Blake thought, but the excitement was too much for her to bear, _Though I guess there is no problem with it. I mean, HE kissed me._ Blake then returned the kiss, and although she felt great, she also had this major knot in her stomach, _This is wrong. It's not him doing this...it's partially me_... Blake pushed Peter off of her and he seemed to snap out of his trance.

"...I'm so, so, SO, sorry." Peter apologized. "I-I-I don't know what came over me! It was like something was pulling me into you."

Blake's ears drooped as she looked down in dissapointment, "It...wasn't your fault." Blake started. Peter had a confused face so Blake, through the embarrassment, tried to explain as best she could, "Ummm...what is the opposite of 'Out'."

Peter cocked an eyebrow in confusion, "In."

"And what does fire give off?"

"Flames?" Peter joked getting a scowl from Blake, "Heat?" Peter replied still confused at the answers. _'In' and 'Heat'? 'In' and 'Heat'...Ohhhhhhhhh._ "Ohhhhhhh..." Blake's face burned even brighter.

"You see, faunus, like animals, when in heat can give off powerful pheromones. But like a human, this can be completely random, so aside from attracting other faunus types it's a normal menstruation period." she explained making Peter nod, "You have spider DNA, so my pheromones must have attracted your senses in some way making you...not yourself."

Peter pounded his fist into his palm, "Oh that makes sense."

"Wait, seriously? THAT made sense?"

"Yeah. Back home there's this hero named Spider-Woman, no relation, who has an ability to send pheromones in the air at her opponents, I sparred with her once and she used them to beat me. But the thing is they really only work if the other person is attracted."

"You were attracted to someone?" Blake asked in disbelief.

"It was a tight suit." silence. "Well anyways, I'm glad that got cleared up. I mean, it's good to know that I had no control over what I was doing. Could you imagine me coming on to you like that? Man, crazy." Peter said causing Blake to give a nervous laugh.

Suddenly the door burst open with Yang, "Hey you two!~" she shouted with glee, "What you up to?"

"NOTHING!" the two shouted.

That night Blake sat in her bed reading a book under her covers stuck on the same paragraph as she kept thinking about earlier in the day.

 _"...Could you imagine me coming on to you like that? Man, crazy."_

Blake had tears stream down her face with quiet sobs. "Of course he wouldn't. I'm foolish for thinking he would. Face it Blake, it's nothing more than a dream." she continued to suppress her sobs closing her book in the process, "He would never like someone like you."

 ** _End~_**

 **Arachniphobia**

Team JNPR AND RWBYS all gathered around Jaune, though Pyrrha seemed a little apprehensive. In Jaune's hand was a Tarantula that Nora had "saved" from pet store. "Jaune, I don't care where you, Nora and Ren got it. Get. It. Out. Of. Our. Dorm!" Pyrrha yelled her face turning pale.

"Oh, I'm sorry I gave you PTSD to spiders Pyrrha." Peter joked causing the redhead to growl.

"We should totally name it!" Ruby suggested with stars in her eyes.

"Yeah, like Barbara or Jennifer." Yang suggested.

Weiss was completely confused on why so many of the students wanted to name a spider of all things.

"How about Satan!" Pyrrha suggested as sge pointed Miló at it. Peter laughed, though he was ninety percent certain she was being serious.

"I say Gale!" Nora shouted.

Peter chuckled catching everyone off guard, "You guys know that spider is a dude right?"

Everyone stared confused at the hidden vigilante, "How would you know that?" Blake asked.

"I'm a spider." Peter said seriously causing Yang to laugh.

"Oh, wait you're serious?" Yang asked after he wasn't laughing.

"Oh," Jaune exclaimed as a name came to mind, "How about Anton. Sounds like a gentleman yeah?"

"No." Peter declared.

"Why? Anton sounds like a wonderful name...Which is surprising since Jaune came up with it." Weiss...complimented?

"Just...Just, no." Peter said. _God no! Too many bad memories._ he thought, looking back to the times he went against the Tarantula, a South American patriot for his country. Peter was bested by him at first, but won in their next encounter. But, the thought of losing to him was...well, it hurt. _Damn poison tips._

"What about one of Peter's brother's names?" Blake suggested, "Like Ben or...uhh, actually Peter who was the other one again?"

"Kaine."

"Ooo, Kaine sounds like a lovely name." Weiss said classping her hands together.

"He's litterally tried to kill both me and Ben almost every time we meet." Peter mentioned, "Also he is a little different, like he has these long flowing lochs of hair, and is bigger for some reason."

"Awe, Peter is jealous because his clone is bigger than him." Yang teased.

"You know what, call him Kaine, because he's big and ugly like the guy." Peter said with a smile.

"NO!" Pyrrha shouted, "Get it outta here!" Both Nora and Jaune looked down in dissapointment.

"Hey guys, I have an idea." Ruby mentioned.

The group of teens now waited outside of Glynda's office where they have placed the tarantula in plain sight. "Now we wait." Nora said with pleasure. After many, many, MANY hours of waiting, Ms. Goodwitch finally arrived to her office. Her reaction did not disappoint the students, "AIIEEEEEEEEE!!" she screamed out causing all the teens to laugh at her expense, "MR. PARKER! DETENTION FOR THREE DAYS!"

"What? Why just me?" Peter looked around as Glynda walked out of her office to face him to see that his friends had vanished. "Oh, God dammit."

 ** _End~_**

 **Lucky Day**

"What was that thing you always say Pyrrha? You know, when you find a penny on the ground?" Yang asked Pyrrha as they and Peter walked around town shopping, though Peter was carrying all the bags, so it was them shopping really.

"Oh that little song? Well, it's a little embarrassing, but it's something my mother always sang when she would find a penny." just then the two stopped as Pyrrha saw a penny on the ground, "Find a penny pick it up, all day long you'll have good luck~" she sang as she grabbed the penny from off the sidewalk. _Crazy superstitions._ Peter thought.

And then for the rest of the day, Pyrrha had the complete opposite of Parker Luck. People gave her food because the vendor messed up the order, she had foumd ten Lien on the ground, and she was given a coupon for 50% off her next ice cream cone. These mattered to Peter. So, at the next penny on the ground Peter took his chance.

"Find a penny pick it up, all day long you'll have good luck~" he sang as he grabbed the coin. _Huh, I feel better already. Almost like I- SPIDER SENSE!_ Peter instantly dodged an ANVIL that nearly dropped on his head, "What in the name of Bugs Bunny cartoons?!" a black cat crossed his path, which was already bad in his case apparently he was charged nearly double what he should have at the electronics store when he needed something.

"That superstition sure does wonders for you Pyrrha." Yang pointed out.

"Yes, well, you have to make sure the coin is on heads, otherwise you'll get the opposite effect." Pyrrha replied with a chuckle.

Peter stopped dead in his tracks and looked at his coin, not only was it on tails when he picked it up...but both sides were tails, "Oh hell no!" he shouted before tossing the penny as far as he could.

"Hey kid," Peter turned around to see Burnie the cop, "Did you just throw that penny?"

"Uh, yeah?"

Burnie wrote something on his notepad before handing it to Peter, "There's your littering ticket. Pay by that date or you'll be seeing court time." Peter could only sigh as he placed the ticket into his pocket. _Will I ever win?_

 ** _End~_**

 **Sexy Time**

 ** _Warning: The following cannot be published due to the author not wanting to write a lemon. Also, it's best to keep it in your imagination. Basically, Neo and I (Deadpool) get into some crazy anticts and end up in the bedroom where I, Wee Woo in her WOOOOAAAAAHH! If you want more details, just listen to "Fyi I Wanna F Your A" by Ninja Sex Party, and also "Eating Food in the Shower" it sums up the night rather well. Hell, go ahead and sprinkle your favorite porno, just know that if it involves tentacles, that is mostly me in a Squidward suit._**

 ** _Well, hope you enjoyed the shorts. We'll see you in September._**


	36. Wrath of Mimosas Vermillion

**Wrath of Mimosas Vermilion**

Deep in an underground lab in Vale lay a the voluptuous Mimosas Vermilion. A beautiful scientist, years ahead of her time. At the age of 19 she graduated from Shade Academy's science division at the top of her class, though being a full five years younger led her to be resented by her classmates. She didn't care though, it's not her fault the others were inferior to her. She was the smartest woman-no-smartest person on Remnant with an astounding IQ of 270. Though she was smart, that doesn't mean she only had brains, she was a very curvy woman and those who didn't know her in school often fawned over her. That is, IF they saw her. She was often held up in her lab, and prefered the company of A.I. than that of humans. Just like her father it seems. She stopped typing in her computer and sighed as she stared at a picture frame of her father, the previous owner of her lab, back when she was younger and times were different. But now, new foes are popping up all over Remnant, the White Fang has become more than a simple nuisance and to make matters worse this "Spider-Man" could hold the greatest threat to them all. _A man with as much power that he has, unregulated could destroy an entire city alone if he wanted too._ she thought as she continued to write code into her computer. _But now,_ she chuckled, _now that power CAN be regulated. Even if it is just a fraction of it, I should be able to stop him. It will take the help of a ghost,_ Mimosas walks to a tube and wipes off the condensation from the glass of the tube revealing a young-ish man encased in ice. Mimosas gave a satisfactory smile, _but, sometimes, it takes the past to destroy the present._ She places the vile of Spider-Man's blood into a chamber and begins to inject it into the man's body. His heart rate starts up again as the tube defrosts. Grinning devilishly Mimosas begins her experiment for new...augmentation. On the plaque of the tube said one name: "Frederick".

"Alright Frederick, let's see what happens when you reboot a heart that hasn't moved in five years." Mimosas said to herself as her machine began to wake up the subject. Mimosas watched in astonishment as Frederick, a decommissioned experiment of her father's "Super Soldier Program", began to dethaw. With the ice moving away she could see the metal joints that came out of him from his "augmentation". She could see the special, and highly experimental material, that was used for his exo-skeleton. The spine had many rivets with sparked and vibrated trying to adapt his muscles to movement again. Joints broke away from his spine and went down his arm, his left arm having knuckle guards, these then seeped into his skin where they would connect to his veins and help the electrical signals that would be sent to his brain both send and process faster. This meant he had much faster movement speed in his arms. It was also similar to his legs as the joints wrapped around his hips like a belt and went down his legs like a knee brace. Again, these joints would seep into the skin and help movement. "Fascinating..." Mimosas murmured. She had heard rumors of her father's...unethical experiment. Taking a young promising man and shaping him to be the perfect soldier, but she of course didn't believe them as they made her father look like a monster. However, after reading Frederick's file, even the black ink, she found that not only her father was responsible, but also Ironwood himself. With the confirmation that her father did some shady operations most would resent their parents, but not Mimosas. No, she was excited and intrigued.

After the augmentation, Frederick helped Ozpin in Vale for some time, this was due to his team, RUSH. Regardless of taking the exam or not, Frederick, or "Raku" as many at Beacon knew him by, would be let in anyways due to a deal struck by Ozpin and Ironwood. The deal was simple, shape the perfect one man army into the perfect leader, bring back his pride and make him usefull as a huntsman. "Easier said than done it seems." Mimosas murmured. The team itself is disbanded...sort of. They don't consider themselves a team without their leader. _Very intriguing._ Mimosas looked up the team in the data base, apparently they were all quite close. They grew up in a village run by a small group called "The Tribe of Bray" evidently not far from Frederick's stomping grounds as a child, _They could have known each other and not realized it._ she chuckled. Unfortunately, after the "loss" of their friend/leader, the hunters have gone dark. She found only two were currently active while the other is either in hiding or dead, point is they haven't made contact in a while. She was taken out of thought when she heard a loud clang come from the tube. Looking up she saw Frederick shaking erratically in the tube looking as if he was having a seizure. "Son of a bitch!" Mimosas shut off the transfer and ran to the tube, "Dammit, dammit, dammit!" she kept trying to open the tube, but it was still too frozen over. Suddenly a hand burst through and gripped her throat.

"Where. Am. I." Frederick asked in a gravelly voice, some of his Faunus trait being shown in his teeth. Up close Mimosas could get a close view of the scar that crosses over his left eye. "Who. Are you..." Frederick asked just as sternly.

Mimosas grunted and gasped for air, her face turning red, _He's this strong already? The spider DNA shouldn't be taking effect yet._ "GyUk...VaaCh..."

Frederick threw Mimosas on the ground as he jumped out of the tube and towered over the scientist. "Your name...what is it. And where am I?" he asked again.

"My...my name is Mimosas Vermillion and I-"

"Vermillion?!" Frederick asked angerly. "AGH!" he screamed out in pain as he held his head, "MY HEAD! That name!" he shook his body and slammed into the wall before falling unconscious.

"Well," Mimosas murmured rubbing her neck in pain, "that definitely could've gone better."

 **Vale:** **Outskirts** **Mid Day**

Two huntsman return from a mission and decide to rest at a small motel just outside of Vale. The girl looks up in horror as she drops the glass of water she was drinking causing it to shatter. "He's alive." she muttered with tears streaming down her face.

 **Beacon--RWBYS Dorm**

Peter sat in the dorm alone studing for a test in Port's class. Blake was in the library doing who knows what, Yang was at the gym, and Weiss and Ruby were in town to replenished lost ammunition from the fight against Torchwick and the Spider Slayers. Yang was able to make a quick recovery thanks to Candi, so she is just making sure her arm is still up to snuff.

Being alone Peter was listening to his music while he studied. To say he was jamming out would be an understatement. _"Take on me (Take on me)/ Take me on (Take on me)/ I'll be there/ In a day or Two~~"_ Peter sang.

"HAHAHA, nice high note weirdo!" Peter jumped in surprise at Yang who stood in the doorway, wearing a yellow crop top skin tight workout shirt and black booty shorts, listening to him sing to himself for who knows how long. Peter dug his red face into his hands to hide his embarrassment. "Oh relax Pete," Yang reassured, "at least it was me and not Weiss." she patted Peter on his shoulder as she tried to contain her laughter, "Well, what are you doing Spider-Weirdo?"

"I'm studying for Port's class, which you should be doing too if I'm being honest." Peter sighed when he looked at Yang's stupid grin, "How's the arm?" Yang smiled and gave Peter a huge hug, her disgusting sweat from her workout covering Peter, _Gross, gross, gross! Well...maybe not that bad--NO! Bad brain, impure thoughts bad!_

"Awwww, Peter you do care!" Yang said happily as she rubbed her face against his, "My arm is feeling great thanks to you."

Peter cocked an eyebrow in confusion, "Thanks to me?"

"Yeah!" Yang nodded, "If it wasn't for you, I'd probably have a lot worse than a broken arm. Hell, I could've been crushed. Peter's music changed and began playing a song he didn't want Yang to hear, not because it's a bad song, but because of implications it could have...It was "Smack That" by Akon. "Oooo, what's this?"

"Yang, no!" Peter went for his scroll but was intercepted by the dastardly heathen that was Yang Xiao Long.

"Peter Parker...you have _dirty_ music." Yang said with a devilish smile, "You of all people would be the last person I know to have music that instigates sexual acts." her eyebrows wiggling she felt she had Peter in a corner.

"They aren't just my songs, my buddy's music is on there too!" Peter pleaded.

"A likely story!" Yang shouted as she pointed accusingly, "You planned on using this playlist of songs to get one of us in bed didn't you? Well, I don't know about the rest of the girls, but I can tell you with confidence that you will need to do something a little more flattering for me."

Now Peter was completely confused, "What? Okay, if you are trolling me, stop. Because I can't tell if you are being serious or not. And I didn't plan on getting any of you girls in bed anyways, I'm not like that!"

"A-HA! So it was for a girl, just not one of us, who is it? Coco? Velvet? Pyrrha?"

"No! It isn't like that! Music like that just calms me down. It's music I study too, that's the clean version of the song you are listening to." the song then changed again to "Yonkers" by Tyler, the Creator. "See? Studying music."

Yang smiled and tossed Peter his scroll, "Relax, it was a joke. I don't see you trying to sleep with any of us. Well, maybe you have intentions...I did catch you looking that time, remember?" she asked with a sly smile causing Peter to blush a fierce shade of red after being caught looking at Yang's chest in her jumpsuit. "So, no girl trouble?"

"Are you kidding?" Peter asked with a chuckle, "There are four girls that give me a hard time everyday, and I try my damndest for them not to get the wrong impression of me."

Yang's eyes began to glow red as she pounded her fist on the table, "What?! Some bimbos are giving you trouble? Why? Do they think you aren't a nice guy? You're a great guy! I should knock their lights out for talking crap about you!"

"You four Yang...I'm talking about the four of you girls. I never said I was trying to go out with them, I just said they gave me a hard time." Peter replied shaking his head, "Sometimes you're smart...and sometimes your a balloon."

"What?" Yang asked with a cocked eyebrow, her eyes back to lilac.

"I'm saying you can be air headed." Yang nodded in understanding before giving Peter a playful punch on the shoulder for the remark, "Now go change, seriously you stink, and you got sweat all over me!"

"Don't pretend like you don't LOVE IT!" Yang said in a weird voice as she entered the shower. _I take back everything I've thought to this point._ Peter thought, _She is definitely worse than me, and right next to Black Cat. Ironic considering Blake is the Faunus._ Peter sighed and began putting his books away. _No need to study anymore. I should probably start to head out anyways, I have to get an early jump on searching for Torchwick and, hopefully, the Six._

Peter jumped out of his seat and began to stretch out until he heard his back pop. Then with a crack of his neck he pushed the center of his chest and got into his costume. Though it wasn't his typical costume, it was similar, but there was a large white spider symbol on both his chest and back, along with white accents on his heels and his arms. Yang walked out of the shower with just her towel around her body and the door to their dorm opened with Weiss coming through...and no Ruby for some reason. Weiss looked at Yang with her lack of clothes and then to Peter who was in costume minus his mask looking like he was in a hurry and then back at Yang.

"Oh god you didn't." Weiss said in horror.

"Did what?" Peter asked, "I studied."

Yang instantly knew what Weiss meant and saw that Pete's response was too good to pass up, "Hell yeah he did!" she yelled with a fist pump, "Credit where credit is due, you got pretty good." she said giving a thumbs up.

"'Got pretty good'?" Weiss echoed. Her mind began to race and she looked as if she was about to pull out her hair.

"Oh...I get it." Peter said with a chuckle barely catching on, "No Weiss, nothing like that. I studied for Port's and Yang took a shower just now."

Weiss breathed a sigh of relief and took a good look at Peter's costume. "Hey, didn't I design that one?" she asked with a smile.

Peter looked at the suit and laughed, "Yeah, I really liked the white designs. It looks pretty cool."

Smiling in pride Weiss gave a short bow, "Yes, it seems it is truly a suit fit for an Insomniac."

 ** _Smiles and winks to the camera._** Yeah, pretty much. **_Did you add the suit in just for that joke?_** Yeah. **_You gonna keep it?_** Maybe just for the arc. **_Which will be???_** I don't know, three chapters...four tops.

Weiss sighed before patting Peter on the shoulder, "Be safe, don't push yourself so hard. And bring back some coffee on your way back okay? I didn't grab any because **somebody** was too busy fooling around in the store."

Peter smiled and gave a thumbs up before putting on his mask and jumping out the window. Yang looked at Weiss with a slight scowl, "Clam jammer." she muttered.

Weiss gave Yang the peace sign and chuckled, "Purity is bliss Yang."

 **Downtown Vale**

A young woman, looking somewhere in her early to mid twenties, walked out of a grocery store carrying many bags. "Okay, they should be back, so this should be more than enough to feed us. I need to walk the few blocks and then I can hit the bus to get to the appartment. Then I'll need to-" her train of thought was cut short as she turned to see herself nearly become the food between the teeth of a very large transport truck, "OHMYGOD!" she subconsciously dropped her bags and crossed her arms to defend herself fully expecting the impact. Only that impact never came, as she opened her eyes she saw the vehicle had been stopped by white strands that hung connected to the surrounding buildings.

A man jumped out of the driver's seat holding a Dust Rifle, "Where are you coward!" he screamed searching frantically for someone.

"Right here!" a voice called out from above before landing in front of the woman. The woman saw the suit and the insignia and was instantly shocked, she had heard stories of Vale's Vigilante, but never had she seen the Spider-Man up close. Spidey was in a crouch keeping his back hand up signalling the lady to stay still, "Stealing a Dust cargo truck, assaulting a civilian and destruction of public property," Spidey marked off. The man pointed his gun at the vigilante, which he happily took with a web strand and connected it to a lamp post, "Oh yeah, and illegal possession of a weapon. All that will get you..." Spidey stood up and cupped his chin in thought, "Oh yeah, a fine of one to three broken teeth!" he shouted as he punched the man in the jaw, the force of the blow slamming him against the vehicle, before webbing him to said truck, "Oh, and a prison sentence. Have a nice day." Spidey said happily as he placed his buisness card on the criminal.

"Wow, you're pretty good." the woman complemented with a smile, "I don't suppose as a hero you could help me go the next few blocks back to the store do you?"

Spidey looked down at what seemed like twenty bags littered across the sidewalk many with the contents destroyed. "Yeah, I think I can spare a few minutes."

oOoOoOoOoOoOoOoOo

Spidey walked into the store with the woman as she went to get the supplies she needed...again. "So, what's your name hero?" the woman asked.

"My name is Spider-Man and I'm your super hero today." he replied in a cheery tone. "I...don't suppose you'll tell me yours?" he asked as he grabbed some bread for the woman.

"You sound a little young to be hitting on me." she replied with a smile. Spidey shivered a little at the remark that he clearly wasn't ready for, "Don't worry, I'm just kidding." the woman said with a wave, "It's Hana by the way. My name."

"Pleasure to meet you Hana!" Spidey said with a nod.

"Oh please, the pleasure is all mine. You not only saved me right now, but you're helping me with groceries." the two walked to a line and waited to purchase the items. The stares were quite overwhelming. "Usually people only look at me when I'm working." Hana mentioned.

Spidey cocked a lens, unsure what to do with that information, "Ummmm..."

"I'm a huntress Mr. Man...Mr. Spider?" she asked tapping her chin.

"Spidey is fine." Spider-Man replied, "Or Spider-Man, or Webhead, Webs is also acceptable." people in the store who obviously took notice began taking a bunch of pictures, "Yes guys, I'm like you, I shop at a grocery store." he said to the crowd that began to gather near the two of them.

The two walked out of the store with all the groceries again. "You know, I could carry these to your apartment." Spidey mentioned.

"Motel room actually, we won't be here long." Hana replied.

"We?" Spidey questioned, cocking a lense.

"Yes w-- I-I'm sorry, but how did you do that? The thing with the mask?" Hana asked.

Spidey leaned closer and whispered in her ear, "Ancient Spider Secret."

"You're a strange one." Hana said with a chuckle, "But yes, 'we'. There are three of us. We've been together since Beacon."

"Oh you went to Beacon?" Hana nodded in response, "That's weird, I thought you needed four memebers."

Hana stopped slightly and she seemed to choke up a little, "Raku isn't...with us anymore."

"Oh." Spidey's lenses widened when he realized what he had said, "I-I'm sorry, I didn't know."

"It's fine. It's been nearly five years." Hana sighed as they finally reached the small motel room, "Well, thank you for everything...Spidey." she said with a giggle, "You're very kind."

"Yeah, well, it was the least I could do, you know, since it was kinda my fault you dropped your groceries and all." Spidey gave a two finger salute before jumping up in the air and swinging away.

Hana sighed and walked through the door and much to her surprise she saw her teammates had returned sooner than expected. "Hey babe." Uldren, her husband, said with a wave. He was a well toned man with tan skin and orangishy yellow eyes. The only things that stayed constant through the years was his short black hair and the power armor his tribe crafted for their warriors. He currently was resting on a chair cleaning his armor. Next to him was his cousin and someone who Hana had become close friends with, Maria. Hana had always liked Maria, be it her skill, her beauty or her white hair. Seriously? how could someone so young pull off white hair? it was like she was a Schnee or something. Anyways, Hana and Maria embraced as Hana walked through the door.

"What was that for?" Hana asked.

"I had this strange vision, it may be nothing but..." Maria paused, "I think we should all go to Beacon and pay Ozpin a visit."

Hana and Uldren both paused in thought. It wasn't a bad idea and the group did have some down time. "I don't see why not." Uldren claimed, "It would be good for a quick break. And the Vytal festival is soon correct? We could see what the upcoming huntsman are like."

"Thinking of a sparring partner?" Hana teased.

"No, but new prospects bring strong allies." Both Maria and Hana giggled, even if his reasoning was sound, it was still humorous.

oOoOoOoOoOoOoOoOoOoOoOo

 **Mimosas Underground Lab**

Frederick sat on an operating table trying to get used to his newfound power. He was strong before, at least from what he remembered, but this strength seemed unreal. "How goes the tests?" Mimosas asked asked as she walked in with a holo clipboard. To her surprise Frederick was having 50,000 pounds per square inch of pressure on average for every test he did. "A-Amazing...this is more than I could hope for." Mimosas eyes seemed to have stars in them, the perfect soldier was now the perfect deterrent for any threat on this planet, "You could destroy Paladins single handedly with your strength!"

"I don't understand," Frederick mentioned, "I wasn't anywhere near this strong before...was I?"

"The Spider DNA must have fused with your super soldier DNA to create a SUPERIOR SOLDIER!" Vermillion practically squealed in glee. She quickly stopped herself and had to bring her thoughts back to reality, "Ahem. Every good experiment needs a test. Do you feel like you are ready to go back into the world and do some...tests for me?"

"What do I have to do?" Frederick asked in a very monotone voice. _SUCCESS!_ Mimosas thought.

"Well, firstly," Mimosas pressed a button to open up a case that revealed Frederick's armor. It was a specialized armor created specifically for Fred. if things went well, Atlas was hoping to pump out dozens of these super soldiers. Unfortunately fate had other plans. "Now. I know it's exciting to see your armor, but this isn't the same one that you may or not remember. For one thing it has been updated to form around your new exo-skeloton. Fred looked at the armor. it was similar to a soldiers standard armor, but there was an extension on the chestplate and his helmet had a different design too. He remembered...someone...used to tease his helmet looking like it was frowning. Fred clenched his head in pain. Trying to remember was too difficult right now. He looked at the scientist and nodded before putting on the armor. MimosMimosas whistled in approval, "Alright, I'll have you be dropped in this vicinity, that's an area riddled with crime, most notably White Fang break ins." a couple of Atlesian Knights came and escorted Frederick to a bullhead.

Mimosas sighed, "Well, let's see how you got here yeah?" she said to herself as she dug into the files she downloaded from Fred's helmet camera.

She puts the video on her television and the image opens up to Fred's last mission. His team, which consists of him, Maria, Hana and Uldren, had recieved a distress signal a couple hours earlier from one of the outer villages. _"Nothing."_ Uldren mentioned, _"Maria, Hana, do you have some sort of_ _visual?"_

 _"Negative."_ replied Hana.

 _"Negative._ " Maria also replied, _"Frederick, you have anything?"_

 _"Just dust and echoes...and_ _Dust."_ he said rubbing his fingers together watching as Burn Dust crumbled down from his hand.

Hana giggled, _"You said dust_ _already."_

 _"Not dust Hana, Dust. Like the stuff that makes our guns_ _function."_ Fred said sternly. _Not one for jokes is he._ Mimosas thought as she put popcorn in her mouth.

 _"I'm only teasing_ _Fred."_ Fred held his fist up signaling his team to stop. _"You hear something? I'm getting nothing over here."_

Fred was stone quiet, all that could be heard from his camera was slight breathing. Then as if from a horror movie, a building collapsed startling Maria. Out from the dust came a couple and their baby girl cradled in it's mothers arms. _"Oh thank God, huntsman."_ the man yelled, _"Please, you have to help us! They're here!"_

 _"Who's here?"_ Maria asked. Then a loud roar was heard near the collapsed building. When the team turned they saw a large grimm that looked like a human with horns riding atop a horse.

 _"Is that-?"_ Hana questioned.

 _"Oh, son of_ _a-"_ Uldren started.

 _"Nuckalavee. Team, get_ _ready."_ Fred ordered. _"Uldren, you and Maria head right. Hana, you and I will flank_ _left."_ the two nodded and the team started their flank. Mimosas watched as the team expertly attacked the Nuckalavee.

"Ugh, BORING!!" Mimosas shouted as she fast forwarded through the video. Eventually she landed at a point in the video where three Nuckalavee now were attacking at the same time, "Oh, hell yeah! Much better!"

Heavy breathing could be heard from Fred's helmet, _"Damn..."_ Fred murmured. A clicking was heard and Fred looked down, revealing a small box with a ring in it. _"Okay. Fine."_ Fred closed the box and placed it in a pouch around his belt, _"Uldren, Hana, take the civilians and retreat."_ evidently in skipping scenes Mimosas mussed the part where other survivors came to seek help.

 _"Huh?!"_ both Uldren and Hana asked.

 _"That's an order!"_ Both Hana and Uldren grunted in annoyance, but complied. _"Maria..."_

 _"Yes?"_ Maria replied running next to Fred.

 _"You set up those charges?"_ he asked.

 _"Yeah?"_

 _"You're gonna have to get out of here then. I'll set them off and take these bastards down."_

 _"But-"_ Fred put his finger against Maria's helmet.

 _"Go. Be safe. I'll catch up."_ Maria turned around and Fred quickly slipped his box into one of Maria's many pouches. _"Okay,"_ Fred cracked his neck as he pulled out his Battle Rifle. The video showed Fred running towards buildings and finding cover near rubble. The next few minutes turned into a game of cat and mouse. Fred would lead one of the Nuckalavee to where the explosives were and then he would detonate it causing massive harm to the beast. He followed up by shooting it a few times before slicing at it with his knife. He did this same strategy several more times until all three Nuckalavee were neutralized.

"Damn." Mimosas said with her mouth full of popcorn, "Soldier boy's got some freakin' skills, that's for sure." the excitement continued as the death of the Nuckalavee and the clear hatred and sorrow from what people had survived brought even more Grimm. "Well damn."

Fred sighed heavily, _"God dammit."_ He looked at his gun and saw it was empty, and so were his empty magazines. _"No ammo, armor damaged and a horde of Grimm."_ he chuckled slightly before pulling out a large knife, _"How does that saying go? 'Ain't no rest for the wicked?'"_ The multitude of Beowolves and Creepers began to overwhelm Frederick, but something inside him gave him resolve as he tore down each and every one of the Grimm with nothing more than his fists and a knife.

When everything was done Fred collapsed to his knees breathing heavily. "Holy Hell!" Mimosas exclaimed, "This bastard not only took on three Nuckalavee at once, but also a whole horde of Grimm? What stopped him I wonder." and just like that her answer came as the camera jerked violently to the left with a thud, signifying that Fred took a blow to the side.

 _"Lookie what we have here fellas."_ a man with somewhat country drawl announced. Fred turned his head and could see clearly a group of bandits. _"Oh, look at that fancy armor. Bet this'll fetch a pretty penny._

 _"Are you stupid?!"_ one of the females mentioned, _"That is Atlas tech. We steal that and we'll have the military all over us."_

 _"Are you guys gonna stand there and gawk over my presence, or are we doing this?"_ Fred said as he stood up slowly and held up his fists.

 _"This guy must be clowning. Ain't no way he can take us on. Look guys, he's already trembling."_ the man walked up to Fred and immediately was knocked unconscious by a right hook to his jaw.

The others looked shocked at what they saw, hell, Mimosas almost fell out of her chair laughing. _"Well."_ Fred said.

The bandits began to growl in annoyance. _"Alright smartass, let's see how smug you are when you have to take on all of us."_ the girl motioned for the rest of their group to take on Fred. The first flanked from behind and jumped on top of him, he was able to throw him off but immediately met a club to the face causing his helmet's visor to crack. That same bandit swung again, but Fred stopped his arm and snapped it. Fred was then shot at and clocked across his helmet by a fiat with knuckle braces on. Fred took off his helmet and beat some guy's face in before throwing it to the ground.

"NOO!" Mimosas whined, but was immediately satisfied when the helmet rolled so she could see the rest of the battle, "Yeah!" multiple bandits swarmed Fred as he made what could be considered a last stand, especially as his aura began to shimmer. A black boot stepped into frame with an edge of a katana. The image seemed to get covered by dust and the bandits coming together. Next thing Mimosas saw was Fred on the ground with his armor covered in blood. Mimosas fast forwarded the video until it was dark and the video showed her father who seemed to be grieving over Fred. This image seemed to irk her a bit. She then turned off the feed after seeing what she wanted to.

"So, to recap, Fred and his team went on a mission, the whole thing went to hell and Fred sacrificed himself to save his team and the civilians." Mimosas nodded in understanding before bursting into a fit of giggles, "But the way he could take on all those Grimm! Oh, when he fights Spider-Man it will be something truly spectacular!" she began to kick her feet in joy, "Spider-Man, but stronger. His punches are sure to sting...Like a tarantula...Yes, Tarantula. The super-soldier with the spider-like abilities! Oh, I can barely contain my excitement! Just thinking about it..." Mimosas but her lip and held her face, "God, where's a vibrator when a girl needs one, huh?!"

 **Lower West Side**

Frederick, or Tarantula as Mimosas has began calling him sits on a rooftop waiting. Suddenly he gets a call from Dr. Vermillion herself, _"How goes the stakeout? Find any White Fang yet?"_

"I see a van right now. Is there anything I should know that's changed in the last few years?" Fred asked as the van pulled up and out the back came a man dressed in red spandex and covered with weapons.

 _"Oh yeah, the White Fang has become the employer of a mercenary named Deadpool. He's dangerous, extremely dangerous. But you have the advantage here, so you should be fine."_

Deadpool then turned and looked directly at Frederick on the rooftop and waved, "Hey!" he shouted, "I'm Deadpool! Are you the villain for this arc?!"

 _"D-Did he just spot you?"_ Mimosas asked befuddled.

"I sure did!" Deadpool responded. "God, it'a good to be back!"

 **A/N: Not as long as I know some would like it to be, but hey, at least I'm back. Sorry for the delay, harvest season lasted nearly 2 weeks longer than expected, I also started school a week later than last year, but I'm back, so hopefully things will be consistent.**

 **Oh, so that Spider-Man game OMG! So good! I 100% and Plated the game in like a week and a half. Scarlet Spider is probs my favorite suit, but there are a few other cool ones too. I just don't like how there is an Iron Spider and 3 Armored suits. like, MK III and MK IV would have been fine. Also interesting how they changed some things. Okay, no spoilers.**

 **I'll see you guys next time, though I may do a Ben Reilly chapter first.**


	37. Learning Experience

**Learning Experience**

Frederick looked down upon the white van where a group of White Fang foot soldiers, and a Deadpool, came out, "Is there anything I should know that's changed in the last few years?" he asked through a headset in his helmet, a still image of Dr. Mimosas Vermilion appeared as she responded.

 _"Oh yeah, the White Fang has become the employer of a mercenary named Deadpool. He's dangerous, extremely dangerous. But you have the advantage here, so you should be fine."_ Vermilion replied.

Deadpool then turned and looked directly at Frederick on the rooftop and waved, "Hey!" he shouted, "I'm Deadpool! Are you the villain for this arc?!"

 _"D-Did he just spot you?"_ Mimosas asked befuddled.

"I sure did!" Deadpool responded. "God, aren't recaps from the last chapter great?! It's like Dragon Ball or something."

 _"Looks like you have to do this the hard way."_ Mimosas groaned.

"No, I think I'll prefer this way." Fred mentioned causing Mimosas to chuckle. Fred closed transmission and jumped off the roof and landed on a White Fang soldier. Immediately landing Fred could hear bones breaking in the man's spine. _I broke through his aura?_ he thought.

"Yeah, it's crazy right. But I mean, wouldn't you do that anyways? I mean, you jumped from like three stories up." Deadpool mentioned as he scratched the back of his head, "Bad news guys," he said looking at the White Fang goons, "I am like ninety-nine percent certain you guys are either gonna die or get hauled off to a cell heavily injured." Fred stood up and showed his height, seems he was a little taller than the mercenary. The White Fang surrounded the armored clad man all of them pointing their guns at him. Deadpool pulled out a Deagle and held it sideways at the ex-soldier, "Well guys, press 'G' for GANGSTA'!" Deadpool was the first to pull the trigger, Fred rolled to the side and avoided the bullet. He then punched a goon in the throat and placed him in a chokehold with his gun, using him as a meat shield.

"Quit firing!" one of the White Fang goons shouted, "He's too close, switch to melee!" the Faunus all dropped their guns and pulled out machete's and knifes. Fred broke the neck of the goon he had, cracked his knuckles, and got into a fighting stance.

 _"What was that saying you said earlier?"_ Mimosas chimed in, _"'Ain't no rest for the wicked?' God, you're old."_

 ** _Music Que~ Ain't No Rest for the Wicked- Cage The Elephant_**

"AAAAGGH!!!" the first goon lunged forward and sliced down with his knife, Fred held up his forearm and stopped the blow with his armor. He then twisted his arm and reversed the attacked both disarming the Faunus and breaking his arm in the process. Fred kicked that goon away and time seemed to slow as his now advanced hearing picked up the subtle muscle movements coming from someone behind him. Ducking just in time to avoid a horizontal slice from Deadpool, he quickly got to his feet and kicked the merc in the insides of his knees. He had kicked Deadpool so hard that the merc did the splits, immediately crying out in pain.

"OW, GOD! Oh-ho-ho-ho...is it normal for my testicles to have a long distance relationship?" he asked as he lied on the ground clutching his groin.

Fred turned to his left and kicked a goon in his shin causing him to collapse. He then dodge rolled right making another Faunus cleave the previous goon at his shoulder. Fred then punched the Faunus in the face with so much force that he not only shattered his mask, but also broke through his aura and caved his face in. "Holy shit dude..." Deadpool said now back on his feet. The other White Fang goons looked at what happened and just stared at Deadpool, "I mean, you guys could go, but just know that I don't know any of your faces so there will probably be no negative reprecussions." the members looked at each other and dropped the mission they were on, got in the van and left. "Hey, wait!" Deadpool yelled as they took off. He then kicked a rock in disappointment at a downed member, "Dammit, they were my ride home." Fred picked up the machete from that one White Fangs shoulder and twisted it to get a good feel. Deadpool looked at Fred and pulled out his katanas, "Nice suit. You overcompensating for something?" Deadpool asked with a chuckle, "I mean, it makes sense, my sword is longer than yours. Haha."

"...Mines thicker." Fred replied rather dryly.

"Holy crap! You can talk?" Wade clapped his hands together laughing, "And here I thought you were like the Doom Guy or something. Actually..." Deadpool looked Fred's armor up and down, "how do you have ODST armor? Halo isn't cannon in RWBY." The two stared at each other for a short time before Deadpool lunged forward. Wade sliced down and Fred blocked with the machete, and then he flipped it in the air and caught it just in time to block a horizontal slice from the merc. But Deadpool was quick to retaliate and keep the offensive by tossing his katana in the air and pulling out his Deagle and firing at Fred from point blank range. Due to his enhanced speed and reflexes Fred was able to block a few bullets with the machete, while getting skimmed by others. But due to the gun he had lost track of the katana. Deadpool ran forward and used Fred as a form of stepping stool as he jumped off his shoulder, grabbed his katana and sliced Fred's right hand that held the machete causing him to drop it in pain. _Damn, he's good._ Deadpool then sliced downwards with his other katana. Fred went to block it with his armored forearm, but to his surprise the katana lodged itself rather far into the armor and even hit the first layer of skin.

"W-What?" Fred asked confused. Even Mimosas, who was watching through the helmet cam, spit out her coffee in surprise.

"Oh yeah, my swords are a super sharp blade...micro...something or other. But I can cut through Spidey's webbing with it. And pound for pound, his webbing is stronger than this pathetic excuse for an ODST cosplay. Wade slid the blade back quickly and blood sprayed from the small slit in the armor.

"Hey, uh, Wade?" both Fred and Deadpool looked up to see Spider-Man perched on a lamp post, "You need some help?"

"Spidey?" Deadpool asked with joy in his voice, "How did you find me?"

"Well there was this van full of White Fang guys and they told me-"

"Oh, that's my crew!" Wade interrupted, "was...my crew. But, yeah I need your help this guy is...something else." Spidey dropped down and landed in his signature pose.

On Fred's end, Mimosas was practically screaming his ear off, _"THAT'S HIM! THAT'S THE SPIDER. BEAT THE HELL OUT OF HIM!"_

Fred cut the transmission so he didn't have to keep hearing her yell, "You must be Spider-Man." he said to Spidey as he pointed at him.

Spidey cocked a lens, "Yes? Who's asking?"

"I am the one who will bring you to justice, your power is too great for a vigilante to hold alone. By law you are a criminal and are wanted in Atlas, as well as being in the top ten for the military's most wanted." Fred mentioned.

"Seriously? I haven't done anything!" Spidey complained.

"Top ten, not bad." Wade said with a chuckle.

"So, you seem to know a lot about me," Spidey mentioned with arms crossed, "who are you?"

Fred was silent for a short while, "I have had many names before. I honestly don't remember if my name is real or not. But that doesn't matter, because you can call me **_Tarantula_**!"

Deadpool and Spider-Man both turned and looked at each other, " _*Snort*_ " Deadpool put his hand over his mouth trying to contain his laughter, Spidey not so much.

"HAHAHAHAHAHA!" Spidey had actually clutched his gut as he laughed, "Oh my God! Please say you are clowning!"

"Tarantula?!" Deadpool asked in disbelief as he continued to laugh. Fred stared in disbelief as the two just laughed at him

 _"Are these two serious? Do they have a death wish or something_ Mimosas yelled starting up another transmission. Fred sighed and got into a fighting stance.

"I don't care how confident you are. Dead or alive, you're coming with me." Fred stated.

"You stole that from Robocop!" Deadpool accused before launching forward with his katanas ready. He didn't make it far however, as Fred threw a punch so devastating that turned Deadpool's neck all the way around. _That's one._ Fred thought. Spidey found a wooden pallet on the ground and shot his webs at it before he spun around to give it some extra force before launching it at Fred's face. Fred didn't have time to react as the wooden pallet shattered against his body. Spidey then followed up with a web strike to close the distance between him and his opponent. Fred wasn't ready for the right hook directly to his visor causing it to crack, slightly distorting his vision. _Damn, what force._ Spidey threw another punch, but this one was caught by Fred.

"Woah, what?!" Spidey asked in disbelief.

"So, this is the power of the spider." Fred murmured as he slowly twisted Spidey's wrist. Spidey tried to break free by punching Fred in the head, but ended up getting a sore hand instead. "You know, I'm starting to question whether I actually have your strength or not. You aren't putting out nearly as much force as I can." Fred said before he punched Spidey the gut. He would have broken his arm, but he was distracted when Deadpool came out of nowhere and slammed him against the head with a foldable chair.

"That's right, I'm still here!" Wade shouted joyously, "Spidey, how you holdin' up?" Wade turned to see Peter with his mask up to his nose as he puked up blood and what could be assumed to be remains of a hot dog. Spidey gave a thumbs up before putting his mask back on fully. Wade nodded and pulled out his Deagles and began to unload into Fred before spartan kicking him to the ground. Advancing forward, Deadpool was about to start his ground assault until Fred wrapped his legs around Deadpool's neck and broke it...again. "GahAgh...Dammit..."

Before Fred could even think of his next move, Spider-Man had already crossed his legs around his neck and spun around using the momentum to slam Fred against the ground. _Damn, kids got some skills._ Spidey webbed one of Fred's hands to the ground as he got over him and began bashing at his armor. It seemed to take the hits at first, but the armor started to cave in. _Getting hard to breathe._ Fred thought as the pressure on his chest increased due to the armor caving. Fred sent a punch with his free hand and hit Spidey upside the head, then he launched another punch forward, but this time it was caught. _Damn!_ Fred finally free his other hand and was able to throw Spider-Man off of him. Spidey landed in his signature pose as he waited for Fred's next move.

 _Holy crap, he's really strong!_ Peter thought, _He may be one of the toughest opponents I've ever_ _fought!_ Peter was breathing heavily and he clutched one of his ribs. _Damn, I think some are broken._ Fred got up and face Spider-Man, "You're pretty good kid, but your defense is weak. You would dodge everything thrown at you in the footage? So why are you taking every hit I throw at you?" Peter snapped his head in realization that his Spider Sense hadn't gone off this entire fight, _No..._ "No matter," Fred said as he got into a fighting stance, "I'll just have to-" Fred stopped mid sentence as a gunshot was heard and hit his throat, then another that hit and shattered his visor.

"D-Deadpool?" Peter asked.

"Come on, we got to get you outta here!" Wade grabbed Peter's arm and bamffed out of there.

 _"What the hell!? Tarantula! TARANTULA! Are you there?"_ Mimosas yelled out.

Fred got up slowly and began his retreat as he hears police sirens, "I'll be fine...I just need to recover."

Mimosas sighed in relief, _"Get the hell out of there. Come back to the hideout."_

 **Team RWBYS Dorm**

Ruby, Weiss and Yang all sat in their dorm. Weiss was reading a book, Ruby was studying and Yang was telling some story, "-and then I totally caught him looking down my jumper! Crazy right?" Yang asked all excited.

"So, you're excited because you caught Peter succumbing to his hormonal urges after four months of being here? Who cares. Boys will be boys." Weiss said dryly.

"Uh, it was cool to me. How many times have you caught Peter looking at girls?"

"Wait, head cannon, what if he's looking at girls when the mask is on?" Ruby mentioned.

"To young to say that Ruby." Weiss added. The group stopped what they were doing when they heard the window open up.

Yang jumped out of bed with a smirk, "Oh speak of the-" she stopped and her eyes widened in shock as Peter was being carried inside by Deadpool, "Oh my God!" Yang and Weiss both hurried to the window and helped Peter to his bed. "Peter, Peter, are you okay? What the hell happened?" Yang asked as she removed his mask to see the forming of a black eye and a large bruise across his jaw.

"He also has three broken ribs and I'm certain his wrist is fractured." Deadpool added before looking at his Hello Kitty watch, "Damn! It's late, I gotta go. Take care of him for me!" Deadpool then jumped out of the window and in true Deadpool fashion...landed on the ground with a loud thud, "I'm Okay!" he shouted.

"Who did this to you? Were you pushing yourself too hard?" Ruby asked.

"Did you fight another one of the Six? Was it that green Scorpion douche!?" Yang asked.

Weiss pushed both of them to the side, "Medicate first, questions later." Weiss formed some ice and placed it on Peter's eye, "You're gonna have to... _ahem_...take off your shirt." Peter did so and handed his web shooters to Ruby, who held them with great glee. Weiss formed more ice and had Peter hold it on his ribs. Peter then looked at Ruby and formed his signature devil horns to tell Ruby to web the ice to his body.

This was a moment Ruby didn't realize she needed until it was given to her. Giving her teammate a salute she slid on one of Peter's web shooters and shot a glob of webbing onto Peter's ribcage...after missing a few times first. "Solid job sharpshooter, 10/10." Peter groaned with a chuckle. At that moment Blake walked through the door, and whatever she had been preoccupied with before was now gone from her mind.

"Oh my God." Blake dropped her books and leapt to Peter's side, "What the hell were you thinking! I can't believe you tried taking them on without me! Dammit Peter, we were supposed to be a team!"

"Blake this isn't from fighting Torchwick." Peter groaned causing Blake to stiffen in surprise.

"Oh."

"Wait, what are you guys talking about?" Yang questioned.

"Not important." Peter said, "I fought a guy tonight who calls himself Tarantula. He has similar powers to mine, kind of. He has immense strength, speed and agility. He doesn't seem to have Spider Sense, nor can he shoot webs. But..."

"But?" Weiss asked.

"But, he is much more skilled at fighting than I am in every way. He must have years of experience in close ranged combat." Peter gave an exasperated sigh, "But worst of all, my Spider Sense doesn't work against him. I haven't had this much trouble fighting someone since Venom. I-I don't know if I can beat him. Not the way I am now." Peter looked down and the girls saw something they didn't even know was possible for Peter. They saw that he felt defeated. The girls were so baffled they didn't even know where to begin to help him. Peter seemed to look up with a form of resolve, "There's only one thing I can do." Peter pulled out his scroll and clicked in Wade's icon, "Hey, I need your help. You are the only person I know that has the vast amounts of martial arts that I can learn from at this moment, I need you to help me train to take down Tarantula. Can you do that?"

 _"Yeah, of course I can- hold on one second- Piss off_ _Morgan I'm trying to do my story! Tell Terrence I'll write the chapter later! Yeah, I can help with that. We'll start tomorrow, I'll meet you at the school."_ After that Deadpool hung up.

"Wait, you aren't gonna make this a personal vendetta are you?" Weiss asked, "Nothing good happens when people make personal vendettas."

"Well what do you want me to do Weiss?" Peter snapped catching the heiress off guard, "If I can't stop him it's likely no one can. Then what? What if he goes on a weird rampage? That guy murdered White Fang goons before I got there. If he goes without being checked he could choose who lives and dies at will. Nobody deserves to choose something like that. Especially an amnesiac with military gear!"

"Military?" Ruby asked.

"Yes, military. I recognize Atlas gear wherever I go. It even had the same stupid logo that those Knights that attacked me the other day had-- Oh my God." Peter held his head between his face, "The damn government sent a super soldier after me."

Yang was the first to hug Peter and attempt to comfort him, "It'll be alright Pete, we can get through this."

"Yang's right, we'll have your back no matter what!" Ruby said with a fist pump.

"And if push comes to shove, we'll show that guy what for." Blake added.

"But remember, we go through this process as a TEAM." Weiss added with her hands interlocked to prove her point, "Not as just Spider-Man, but as Team RWBYS. Even if it is just you fighting, we will be by your side the whole time."

"Team hug!" Ruby declared as they all gathered around Peter.

"Thanks guys." Peter said lowly.

 **Mimosas Vermilion Secret Lab**

"God DAMMIT!" Mimosas yelled out as she tossed Fredericks helmet as far as she could across the lab, "This is unacceptable, I can't believe those two could stand toe to toe with you!"

"M'am you need to calm down. It was my first experience against these two." Fred reassured, "We have to take this as a learning experience. They got away, but not without taking a heavy toll."

Mimosas sighed, "I suppose. At least we got some valuable data. Deadpool can regenerate even when dead, which makes him damn near indestructable. Spider-Man seems to be your safer bet. He is even less of a threat towards you than I thought."

"No." Fred argued causing Mimosas to stare in confusion, "Spider-Man was the more dangerous of the two. He moves faster and is more agile. My body was too stiff, I couldn't dodge his attacks." Fred clenched his fists, "And he could tank my punches. Even without holding back, he was able to shrug off my punches. I have to be faster than him, I have to be better. I will show hin the power of Tarantula."

Mimosas smiled, "Faster huh? I think I have an idea."

 **Beacon Academy, Ms. Goodwitch's Class**

The students gathered into Goodwitch's training class today expecting everything to be the same as always. Oddly enough instead of sparring like normal, Goodwitch had an announcement, "Today class is a very special day as we have the pleasure of some Beacon alumni to come and view your progress as huntsman. This is important as these people may one day be your comrades, so please, try your hardest and maybe they will ask you to shadow them." Glynda then motioned her hands to the side, "Would you three please introduce yourselves."

The tall man walked forward, "Pleasure to meet you all, I am Uldren Doss. I am a graduate of Beacon academy and have been a professional huntsman for a little over 5 years now..."

"Wow, real professional huntsman!" Ruby whisper yelled, "So cool!"

"Dude, Peter, your face looks like it met the front bumper of a bus." Jaune mentioned pointing out Peter's shiner.

"Thanks Jaune. Appreciate it." Peter was still groggy from last night. Whatever happens he hoped he didn't get called.

"You also have broken ribs." Weiss mentioned, "Maybe you should opt out today and just go to the nurse."

"No." Peter growled, "I'm fine."

"I think she is just worried Peter. We all are." Pyrrha said reassuringly.

"Parker!" Goodwitch called. _Dammit._

"Yeah?" Peter replied.

"How do you feel this afternoon?"

"Fine, why?"

"Then pay attention, and don't be rude to our guests!" Glynda snapped, "Continue." she motioned to the last girl who was the lady that Peter helped the day before.

"Hello, my name is Hana Red." Hana presented herself with a bow.

"Her hair is so pretty," Pyrrha said mentioning Hana's purple hair.

"Well, I guess I can't say Red anymore. That's my former name. My name is Hana Doss." some of the girls 'awed' realizing that the girl married her teammate.

"Oh, that is like something out of a fairy tale." Pyrrha swooned.

"You're projecting." Peter joked.

The rest of class went by as normal, but Peter decided to opt out of any physical activities. "Mr. Parker if you are going to refuse to train then I'd like you to escort our guests to Professor Ozpin's office." Glynda commanded. Peter got up and limped over to the group.

"I don't think you have to escort us, we have been there before." Maria mentioned.

"Yeah, well, I'm not doing anything." Peter clutched his ribcage in pain as they walked.

"Did you get hit by a truck?" Maria asked.

"Tank, actually." It was at that moment Hana felt a strange sense of Déjà vu, as if she had met him before.

"So, uh, what was your name again?" Hana asked.

"Yeah my name is Peter Parker and I'm gonna be your leader today." he said with a chuckle. Hana smiled when two and two clicked, _Got him._

"Wow, thanks so much for this. You're like a superhero." Hana insinuated.

"Uh, yeah? I guess."

"I bet you like to help people, huh?"

"That's kinda why I'm here, to protect people."

"Yeah, I could tell when you stopped that car and then helped me walk those ten blocks to the motel. You really like to help people."

"I mean, it was more like three blocks but-" Peter stopped dead in his tracks and began to bang his head against the wall just before the elevator, "Dammit, dammit, dammit. How did you find out?"

"You don't change your voice when you're in costume." Hana chuckled as she ruffled Peter's hair, "I can't believe it was you."

"Wait, him?" Uldren asked pointing at Peter as the group got on the elevator, "He's just a kid."

"So were we, once." Maria added.

"So, what actually happened?" Hana asked circling his eye.

"I got my ass kicked by some super soldier...I think Atlas has it out for me." Peter said holding his head.

"I've been reading about that, they have no right to do that to you. No one has called a grievance. James is just doing his typical schtick of measuring di-" the door opened and the group was greeted by Ozpin, "Professor! It's been so long!" Maria greeted before she hugged her old professor.

"Maria, Hana, Uldren. Some of my finest students. I see you've met one of my new students, Peter Parker." Ozpin greeted.

"You mean Spider-Man." Uldren mentioned.

"Oh, good they already know." Ozpin said with a breath of relief, "So, what brings you here?"

"We thought of visiting our favorite headmaster." Maria said happily, "That and I had this weird feeling. Like, it was necessary for me to be here."

"Can I go now, I have to start my Rocky training montage with Deadpool today." Ozpin looked at Peter with intrigued, "I have to train to fight this jagoff in Power Armor and Super Soldier Abilities." Maria's eye's widened.

"Wait, you said he was an Atlesian soldier with Power Armor?" Maria asked her face almost white.

"Yeah, it looked like the helmet was frowning." Peter said describing the way he saw the helmet, even though he couldn't say it was an ODST helmet.

This information was more than enough as Maria fell back and clutched Ozpin's desk. She clasped her mouth and was nearly sobbing, "That lying bastard!" Hana yelled out, "He told us they couldn't find a body." Hana held back a curse as she looked at Peter, "I'm over seeing your training. If you are taking on who I think you are taking on, you're going to need all the help you can get. Uldren," Uldren looked at his wife who gave a sympathetic look, "comfort your cousin." Hana said as she kissed Uldren. Uldren nodded and went to Maria as both he and Ozpin tried to comfort her.

"You two go," Ozpin told Peter and Hana, "I have...a few calls to make."

oOoOoOoOoOoOoOoOoOo

Peter, Hana, Team RWBYS and JNPR all gathered around where Deadpool would be meeting Peter to start his training. A bamf was heard and the loaded mercenary arrived wearing short shorts, a gray gym shirt, his mask (now converted to a headband), and a stop watch. "Oh my God!" Yang shouted out in horror.

"Yes, I know, I'm ugly. Thanks for pointing it out." Deadpool said sarcastically.

"No, you're bald!" Yang exclaimed which honestly through off her teammates.

"Alright, enough gunk. We need to start our training. So first I'm gonna have you run twenty laps around the school. Then-"

"Woah, dude," Peter held up his hands defensively, "I just need to learn CQC. Like, I don't know how to defend myself against guys like Cap or you without Spider Sense."

"Spider Sense?" Hana asked curiously.

"A tingle sensation at the base of my skull that alerts me to danger."

"Oh, helpful." Hana said with a smirk, "But I think I can help you out too."

oOoOoOoOoOoOoOoOoOo

Back with Ozpin, "Listen James, you and I don't always agree on everything, but sending a discharged, experimental, super soldier at one of my students is crossing every line imaginable."

 _"What are you talking about? I have no idea what you mean."_ Ironwood replied.

"I know that Frederick is still alive. And I know that you are testing him against one of my students."

 _"I assure you, I would never send out a soldier against one of your fine students."_ James said as he hung up the scroll.

"Ah, James. I wish you would listen to reason."

oOoOoOoOoOoOoOoOoOo

 **Mimosas Lab**

Late night work, this was normal for Dr. Vermilion. She was currently working in a new costume for her subject. Slimmer, more cloth, easier maneuverability, but still enough padding to maybe stop a blade. She slammed her fist against table in frustration, "Dammit! I don't have enough data to counteract that damn Deadpool's blades! And that Spider-Man is..." she began to tug at her hair, "Maybe if things were different he'd be a fine specimen."

Mimosas began to review the footage of the fight, "It seems that Spider-Man's webbing comes from some sort of attachment on his wrist. I can add weapons to Tarantula too, like a stinger or poison tipped fingers." she tapped her chin in thought, "Extra legs? Nah, that's too evil scientisty." she sighed and went back to the suit design.

Next door Frederick was working out hitting speed bags and punching bags. He keeps thing back to when Spider-Man punched his helmet and cracked it right away. This caused him to hit the bag harder. Then he began to have flashes out of context of things that may have been from his past...

 _"...I love you Frederick. I want to be with you forever..."_

Fred punched the punching bag even harder as his eyes began to turn red.

 _"Thank you for telling me everything Fred. This makes me happy."_

 _"Thanks for being like a sister to me."_

"Agh!" Fred shouted as he threw a right hook against the punching bag and ripped it in half. "AAGGHHHH!!!" Fred collapsed and held his face as tears flowed down his face, "What is wrong with me! Who am I!"

"You are who you want to be." Mimosas voice boomed from the entrance of the room, "But most of all, you are you. Who you were in the past doesn't matter. It's who you are tomorrow that detedmine's your future. And tomorrow," she pushed up her glasses and chuckled, "you will be the Terrible Tarantula!" Mimosas then pulled out Fred's new costume. The costume was a dark blue suit with a large red spider that covered the chest and was reflected on the back. The eye's lining was also red with white lenses. With the suit came a large pack that connected to wrist gauntlets. The pack itself held Dust, and the gauntlets released blades that reacted to the Dust in the pack. But on top of that, the finger tips released small pincers that were poison tipped. Fred put the suit on and looked at himself in the mirror before smirking.

"You're right, my name is Tarantula, and I will complete my mission."

 **To be continued.**

 **A/N: Again, shorter, but the next chapter will be close to the end or the end of the arc. See you guys later.**

 **Oh, EMINEM's Kamikaze album is straight fire and I will fight anyone who says otherwise.**


	38. The Other Brother

**The Other Brother**

 ** _One Shot Special_**

My name...is Kaine Parker. If you are reading this then you may know who I am, but for those of you that don't, let me give you a synopsis. A couple months ago I was created, brought into this world by a company called A.I.M. and a scinetist named "The Jackal" I was created to be the perfect clone of the crime fighting vigilante The "Amazing" Spider-Man. Some perfect clone I turned out to be. I lacked some of his key features like his ability to sense danger as it approaches him. What I lost in semi-omnipotence I gained in strength and superior ability. Unlike my template I can spin organic webbing, can see in the dark and retractable stingers that I can use to inflict damage on my opponents. I know my whole life story, and yet I don't know who I am. If you find this, then make sure that experiments like me are never created again. God knows how awful that last clone invasion worked out.

oOoOoOoOoOoOoOoOo

Kaine folded the piece of paper and placed it in the inner pocket of his green overcoat. He wasn't necessarily trying to blend in, but he didn't have too. His long hair is enough of disguise from anyone who may think that he looks like his template. But with his coat he also wore a maroon hoodie and dark green pants. He wore a pair of Converse that he knocked off from a Sears just so he had shoes. With the absence of Spider-Man and his clone brethren Ben Reilly, Kaine had been somewhat left to himself in New York. Occasionally, when they were here, he'd run into the two of them doing one thing or another, but almost immediately would be scolded for helping. It's not his fault he's aggressive, he's just created that way.

The night was dark and the lower Manhattan nightlife was alive. Prostitutes, tourists, drunks, they looked the same after awhile. God forbid if he actually ran into a drunk tourist hooker. _Damn people! Get out of the way, be a nuisance Jersey!_ A scream was let out by what sounded to be a middle aged woman, "He stole my purse! Somebody stop him!" Kaine turned to see the mugger running in his direction. Holding his arm up Kaine clotheslined the purse snatcher at his face, breaking the man's nose and shattering some of his teeth.

"Don't steal." Kaine said dryly as he picked up the purse and returned it to the woman.

"Ohmygod, thank you!" the woman hugged her purse with joy. Kaine could smell the alcohol on her breath, bourbon, a lot of it too. She must have been kicked out of the bar recently he thought. "You-You-You're my h-hero. _*hiccup*_ " the lady said with a drunken smile before she blew Kaine a kiss.

"Hmph." Kaine put his hands in his pockets and walked in the other direction.

The girl scoffed at his gesture, "Yeah well _*hic*_ w-whatever you ugly bastard! _*hic*_ Guess you won't be getting any of theash!" she slurred as she pushed up her breasts and flipped off Kaine as he walked away.

"Whatever...bimbo." Kaine walked for a little while longer and eventually crossed the Queensboro bridge to get to Queens. Gunshots were heard in the distance, _Sounds like fun._ Kaine got himself a running start before jumping high into the air and shooting a web line against a building and swinging his way towards the noise.

The gunshots continued to blare as a group of gang members were holding themselves off against Frank Castle: The Punisher. "Ain't no one afraid some ex-Army with PTSD!" one of the black members yelled out as he fired more rounds at the Punisher's form of cover.

The Punisher took a drag of his cigarette before putting it out on next to the sidewalk. "Yeah, right." Frank pulled out a flash grenade and tossed it at the group of gang members ahead of him.

"Oh shi-" one of the men shouted out before the flash went off blinding all of them in the small area. Frank quickly moved out from cover and rushed the group of men, slamming the first one he saw into the hood of the car they used for cover before he shot him in the head. The others finally regained their sight and tried shooting the Punisher, but he seemed to be untouchable as he moved behind the cover of the car and then quickly shot the feet of anyone that was uncovered. Most of the men fell to the ground in pain. Frank then got out from cover and tossed a knife at one of the men he couldn't get and got his arm prompting the man to scream in pain. Castle then moved to a man who began to get up and kicked him in the face before shooting him with the military grade rifle that the gang member had acquired. _Strange_ Frank thought. He was brought back to reality when one of the men shot his chest, Frank was wearing a bullet proof vest sure, but it still hurt. Frank quickly disposed of the man that shot him by shooting him in the face.

The final member, the black man from earlier, pulled out a Glock and went to fire at the Punisher's head while his back was turned. Suddenly a sticky strand attached itself to the gun and stopped it from firing, it then was yanked from the man's hand, "What the-" the man couldn't finish his thought as his head was forcibly slammed against the trunk of the sedan "GYCK!" the man yelled out as his face was smashed.

Punisher turned and faced the new arrival, Kaine. "I could have taken care of it."

"Tch. I don't think a human like you could survive a bullet to the head. But if you truly feel that way, the next time it happens I'll be sure to let him shoot you." Kaine retorted. "And don't worry, he's still alive."

"Good, maybe he can give me answers on why low level thugs like these guys have military grade weapons." Punisher picked up the man from the indent in the trunk, his face a bloody mess. It was a miracle he was alive at all.

Kaine waved his hand and began walking away, "I could care less. Queens is Spider-Man's turf. And if things get bad with him not here, then that's his problem." Kaine shot a web line and swung away from the skirmish.

"Sheesh, I think I prefer the Web Head." Punisher said before he began his interrogation.

oOoOoOoOoOoOoOoOo

Kaine landed by Midtown high and continued the rest of his trek on foot. _Gang members with military weapons._ Kaine thought, _Sounds like Parker has a job to do when he comes home._ Kaine walked further down the road until he heard a sharp scream of pain. He turned his head and saw a figure slip into an alleyway. He squinted his eyes to try and make out what or who it was, but even with his enhanced vision he couldn't make out a face. _Damn._ Sprinting towards the alley Kaine came face to face with a body lying against the wall. Her lifeless eye's staring into nothingness. Kaine stared at the unmoving body and closed her eyes out of decency. _The killer is close. He couldn't have gotten far._ Sprinting through the alleyway Kaine made chase after the man that killed the poor girl following the trail of blood he was leaving.

"Killing an innocent girl for your sick pleasure, I will be sure you feel pain!" running up a wall and jumping on top of the roof of the school Kaine saw an image of the murder's back, "Haha, run as fast as you can, but if you think that girl was hurting just wait till I rip your skin off with my bare hand!" eventually after a long chase Kaine caught up with the man in the middle of the Midtown Football Stadium, "What was the point to bring me here huh?" Kaine asked, "It would have been more beneficial for you to try and corner me." the man turned around and showed his blood red eyes to Kaine.

"Oh, but I have." the man said chuckling.

Suddenly Kaine felt something sharp bite down on his neck, "AAAGGGHH!" Kaine retracted the stinger on his left hand and jabbed it through the forehead of whatever was biting his neck. Using his adhesive abilities he threw the being off of him removing his stinger and it's skin off of it's face. The monster screamed in pain and held it's throat while a large fleshy hand print was left on his face.

"Taaaaiiinted!" it screeched. _Vampires?_ Kaine thought.

"No matter, I'll just have to take you on." the lights of the stadium came on and Kaine could see he was surrounded by the vampiric monsters, "...Shit." They all perched menacingly on the bleachers and lights as they moved closer to Kaine.

"We can't eat you, but you've been a pain. So the less of you there is, the better." the Vampire Kaine was chasing said.

"Well, it's a good think Parker and Ben are MIA." Kaine smirked as his stingers popped out of his wrists, "Fine! I can have some fun like this!" the Vampire charged, but Kaine's reaction speed was too fast and he sidestepped the Vampire sticking one of his stingers deep in the creatures chest. It coughed out blood as Kaine proceeded to maul the beast before crushing it's skull. The others looked on in horror, a human defeating a legendary Vampire, practically unheard of. Kaine looked up at the others watching him as he raised his bloody fist in the air, "You want some too!?!"

The others looked at each other unsure of what to do, "Ragh! He's just a human!" one snarled before he jumped down with many others following behind. The first one to reach Kaine was greeted with a palm to his face, followed by a burning sensation, "AGGGGGHHHHH!!" he screamed in agony as his skin was burned from his face leaving a red hand print, The Mark of Kaine. The vampire was picked up and thrown forward at his brethren, knocking many of them down.

Multiple vampires launched at Kaine with long sharp nails protruding from their finger tips. Kaine, thinking quickly, jumped out of the way and shot a web line at them attaching them together, before using his momentum to spin them around and slam them into the ground. He landed and barely heard the sound of one behind him before he got punched in his jaw by some excruciating force. The vampires began to surround him as they all tried to get a piece of him after he killed one of their own. "Any last words, human?" a gruff, smokers lung, sounding vampire asked.

"Yeah," Kaine took a deep breath, "what the hell are you doing in Queens?" the vampire only chuckled before he cocked his fist back to launch into Kaine's chest. Kaine then spit blood into the eye's of the vampire to temporarily blind him, allowing himself to get up--only to be put into a full nelson by another vampire. Kaine put up a fight, the vampires couldn't deny that. He managed to take out another four of their group before he was finally subdued. Kaine was held down by five of the creatures and their combined strength was too much for him.

"Now we take what is ours-" a canister dropped in the middle of the group and they all collectively widened their eyes before the canister exploded with a blinding light that sent a sharp pain to Kaine's retinas.

"Are you alright?" Kaine opened his eyes, still a little hazy, to see a tall dark figure with ash covering the football field. "It was a UV canister. It simulates the light of the sun to fry the vampires on sight." Kaine opened his mouth before he was interrupted, "No, I'm not a mind reader, I just figured you'd ask where they all went." Kaine got to his feet rather quickly and faced the man who placed his weapons back into their sheaths.

"Are you the one called 'Blade'?" Kaine asked. The man nodded. "What are you doing in Queens?"

"I was following some of these blood suckers hoping to find their hide out. Looks like all I found was a trap." Blade said with a grimace.

"A trap laid out for you?"

"Unsure." Blade sighed, "Look, if you see more, give me a call." Blade handed Kaine a flip phone with one contact on it. "Stay frosty kid."

oOoOoOoOoOoOoOoOoOo

Kaine sighed as he walked to an abandoned warehouse that he had been staying in. If anyone were to see what his sleeping arrangements were, most would definitely say he was a minimalist, or spartan. Just a few blankets and a lamp. Kaine hung up his jacket and kicked off his shoes. Laying down onto the blankets, Kaine stared at the ceiling listening to sirens in the distance blaring. _Forget it, not my problem._ He listened to the sounds of nighttime Queens for a few more hours before shutting his eyes and going to sleep.

oOoOoOoOoOoOoOoOo

The next morning Kaine walked outside to find a multiple car crashes and blood splattered on the windshields. Police had the whole area blocked off with yellow tape. _Hmm. Could it be related to last night._ Kaine was about to to leave and let the police handle the situation. **'Look, if you see more, give me a call.'** Blade's words rang through Kaine's head the farther he got from the crime scene. _God dammit._ Kaine thought as he turned on his heel and walked back to the crime. "Hey, you can't be here!" an officer called out as Kaine just walked into the crime scene. Kaine took a deep breath before he jabbed the man on the top of his crown, knocking him out cold. Kaine looked in the car to find nothing that could interest him...however, he was able to find something that could be of use to Blade.

Kaine pulled out the flip phone Blade gave him and called his contact, ' _Hello?_ '

"Blade, I think I found something. I'll send you my location." Kaine immediately hung up and waited for the vampire hunter. After a few hours of standing in the sunlight the vampire hunter finally arrived wearing a flak jacket and shades. "It's in the car. Looks like it could help you out." Kaine pointed to the passenger seat where Blade then picked up a piece of paper that had some blood stains on it.

"This is an important find." Blade said as he waved the paper up and down.

"Is that right? Well, glad I could help. I'll be seeing you-"

"Woah, woah, woah. Don't you want to take down this guy? The one doing this to your town?" Blade asked as Kaine walked away.

"Not my town," Kaine said with a shrug, "Spider-Man never should've bailed."

"Don't you understand, what's going on is bigger than Spider-Man, bigger than this city! This is a global threat, and as much as I hate to admit it, I'm gonna need your help."

Kaine stopped and could only sigh, "And what would you need my help for?"

"You can't turn, which makes you an unsuspecting weapon against them." Blade pointed at the dead man in the driver's seat, "What happens if more people end up like that? What about your family, kid?"

"Don't have one." Kaine turned around and began walking again.

"Dammit man! Did Spider-Man teach you nothing!?" Blade said furiously as he punched the car, "What about these people, huh? What have they done to deserve this!?" Kaine just waved off Blade and kept walking, "Didn't you ever learn? What was that thing Spider-Man used to say, 'With Great Power..."

Kaine stopped in his tracks and sighed, "...comes great responsibility'. God dammit." Kaine turned back around and shrugged with his hands in his pockets, "So what do you want me to do?"

"Look, I know you don't like the idea of any of this. But try to remember, that if 'Great power comes great responsibility' doesn't do it for you, then how about this: 'If people have power, but abuse it, then someone must take responsibility to take them down'. Now tell me, will you be that someone?" Blade held out his hand waiting an answer. Kaine thought for a minute, _Fucking fine!_ Kaine took Blade's hand and shook it. "Glad we could come to an agreement." Blade smirked.

Blade put Kaine in his van as he drove to his New York hideout, "So, we don't know what these freaks want then?" Kaine asked.

"No. They just started popping up, I've never seen so many at once that didn't have a definitive master."

"Dracula?" Kaine suggested.

"Obvious guess, but not likely." Blade mentioned, "Dracula has been dead for some time now. Unfortunately he has clones that pop up from time to time."

Kaine rolled his eyes in annoyance, "Christ." Kaine looked out the window and noticed they were heading more upstate, "So, what's the plan then?"

"I have contacts that will be assisting us. Giving us possible locations and the like." Blade turned down an unmarked road that was surrounded by trees, "But don't get the facts twisted, it will be just you and me down there doing the work. My contacts tend to stay out of these situations."

"Well, I'm used to being on my own anyways." Kaine said as he closed his eyes until the two arrived at their destination.

oOoOoOoOoOoOoOoOoOo

Back in Manhattan there was a man who kept himself hidden from the world in the Empire State University clocktower. He had a pale face, red eyes and a slender like build. Though he looked skinny he was still one of Spider-Man's more formidable foes. His name: Michael Morbius. An up and coming scientist who studied blood samples belonging to Spider-Man on a bat. The bat, which he hoped would lead to a cure for diseases, in turn bit poor Michael turning him into a Psuedo-Vampire. Though he isn't immortal, he has something other vampires crave. The ability to be in the sun. He recieved a call on a bluetooth headset, "This is Morbius." he answered, "So, they were all destroyed?" he listened to what one of his associates had to say, "Really? And you are sure?" more excuses, "Well...then I suppose we have to be ready." Michael hung up and smirked. "So, Spider-Man joins the fray? No matter. Not even he can stop me from creating s perfect world. A world where there is no more disease, a world with only vampires!"

oOoOoOoOoOoOoOoOoOo

Kaine woke up from his nap to find the van parked in a large warehouse of some kind. _This place looks like a storage for a factory or something._ Kaine thought as he let himself out of the van. Deciding to get a better knowledge of his surroundings Kaine began swinging around and looking at things from the ceiling. "Don't break anything." Blade called from down below as he sharpened his katana, "This warehouse isn't exactly in the best shape." 'Not the best shape' was putting it lightly, everywhere Kaine looked was nothing but piles of boxes and pallets full of dust or even leaning over. _Could stand to clean the place every once in awhile._ Kaine leapt down to Blade's level to see the various computer towers and monitors all either looking at code or looking into CCTV cameras.

"You expecting company?" Kaine asked.

"Those aren't for the warehouse, those are cameras near supposed vampire hideouts. Been damn near empty these days, and I think it has to do with that group you saw earlier." Blade said as he clicked one of the screens, "This is Empire State University-"

"Over in Midtown. Yeah, I know of it." Kaine interrupted.

"Right. Well there are rumors of some strange goings on there, though I haven't seen anything out of the ordinary...yet." Blade clicked some more images and then went back to the footage of the school, "I can tell something isn't right, but there isn't anything here that proves it. However," Blade clicked another screen that showed a small mini mart a couple blocks down, "This is a well known nightstalker joint."

"Nightstalker?"

"Vampires."

"How about we stick with vampires." Kaine complained, "Well, what do you think? We go here, beat the shit out of anyone we see and gain information?"

"That's the plan. I'm hoping it will give us a definitive proof on what is special about the school." Blade handed Kaine a walkie talkie, "Here, take this. And get to know the warehouse a little bit, I'm sure if you go searching you can find some older combat gear, get rid of that...that." he said pointing to Kaine's jacket.

Kaine grumbled something as he walked away and ended up looking around for this "Older Combat Gear". He searched boxes and crates, eventually Kaine came across a desk with a bunch of scientific looking equipment on it, "Hey Blade, what the hell is all this stuff on the table over here?"

"A flawed weapon." Blade called back, "One of my older associates thought they could make a cure for vampirism. They couldn't, and what you see there is the remainder of a gun that would inject the cure into the victim."

Kaine nodded and looked over the blueprints and the chemical analysis of the cure, "Everything seems to be sound on here really..." Kaine mumbled to himself, "Actually, this all looks similar to the Goblin Cure Parker was developing..before Ben killed him." Kaine grabbed the notes and stuffed them them in his pocket, "If I get a good enough sample, maybe I can finish this weapon."

After walking over some debris and broken crates, Kaine finally found the combat gear. It looked like Blade's ballistic armor he wore. _It's good quality material._ Kaine thought to himself. Unfortunately, the pants to the gear were too far gone to be useable, _Damn, did get attacked by a dog?_ Kaine removed his shirt and jacket, showing off his bodies scars due to the cloning failure, and put on the gear. Surprisingly it fit well, but the two were nearly the same height, so there wasn't much difference. Kaine put on the fingerless gloves and sent his stingers through the cloth so that he could shoot his webbing. Kaine then grabbed his jacket and put it back on. He then looked at a combat mask that would cover his face from his chin to his forehead and took it with him.

Kaine made his way back to Blade who was loading up the van, "Are you ready?" Blade asked. Kaine nodded, "Then let's get moving." Blade then slammed the doors to the back of the van shut.

oOoOoOoOoOoOoOoOoOo

"I see the target, someone just entered the building though." Kaine said through the walkie talkie, "I think I know the guy, so it shouldn't be a problem."

 _"Alright, message me when it's clear."_ Kaine picked up the stake gun that he gained from the back of Blade's van, _Oh...yeah._ Kaine thought with a devilish grin. Quickly moving forward Kaine approached the mini-mart. At the entrance he saw most of the events transpiring. A man in a green striped shirt with sand coming from his body, and an indian man with blood red eyes and fangs.

"Well, the intel was right and my assumptions were too. It's a win-win." Kaine saw the vampiric man lunge forward and as he did so Kaine pulled out the stake gun and fired, nailing the creature in the chest. The man coughed out something before turning to dust before Kaine's very eyes. Smirking, Kaine walked across the store to a fridge and grabbed something to drink. He opened up a chocolate milk and sent a message to Blade who arrived shortly.

Blade walked through the door and looked at Kaine and then the Sandman, "He one of them?" Kaine shook his head and Blade proceeded down a corridor.

"That money won't be enough Flint." Kaine told the Sandman.

oOoOoOoOoOoOoOoOoOo

Blade kicked a door open that led to a stairway to the underground. He walked along the long corridor until he heard loud music. From here he decided to be more cautious. A club meant a horde of them, and even he was still just one. It would be a pyrrhic victory if anything. Besides, he needs at least one alive and he can't guarantee if he would be able to do that. He slowly opened the door that led to a staircase and the sight of the music. It was a large rave club of some sorts with dozens of these Nightwalkers dancing around strobing lights. Even worse than the dozens of vampires was the music itself: techno. _I was alive when it was introduced, I really don't want to experience that twice._ Blade thought. Blade heard a crunching behind him and he quickly pulled out his gun and pointed it towards the sound, as he did so his wrist was grabbed and yanked upwards to avoid pointing at Kaine's face. Blade saw Kaine had put on the half-mask and even through that the Dhampyre could see his scowl.

"You fuckin' serious?" Kaine complained with a growl.

"Force of habit." Blade mentioned nonchalantly, "Let's move, we need that guy right there." Blade pointed Kaine to a large overweight Mob Boss looking guy complete with a pencil thin douchebag beard, "He runs the store upstairs, his name is Javier Mendoza. We need what he knows about the recent attacks."

"Okay. So, I web him to the wall and we just kill everybody else." Kaine mentioned, "Piece of cake."

"And you're fine with that?" Blade asked as he began to pull out his sword.

"What have I told you?" Kaine mentioned letting a stinger out, "I'm not Spider-Man."

 **Music Que: Any Shitty Techno song, maybe something by Mobey.**

Kaine jumped off the stairwell and shot multiple web balls at Javier. " _What the hell!_ " Javier yelled in Spanish. Kaine then swung down and kicked Javier against the wall causing him to get stuck. " _Get me down from here! Where the hell is security!_ " Unlike what Kaine expected the bystanders didn't run off, they actually tried to put up a fight.

"Fucking vampires." Kaine mumbled as he was put in a large pile up. The pile then seemed to explode as Kaine used his strength to launch the vampires off of him. Kaine webbed one in mid air and brought him back to the ground before stabbing his heart. The others got up in shock and stared in anger at the meta. Kaine responded by letting his other stinger out and antagonizing the group to go after him. Not needing another reason the whole group charged him at once wanting blood. Whether that meant food or death Kaine wasn't sure.

One lunged at Kaine aiming his teeth at the nape of Kaine's neck. Kaine sent an uppercut towards the monster, stabbing his stinger through his head and throwing him at another member. Kaine then twisted his body and sent a devastating punch at another one of the monsters knocking his jaw off his body, followed by a roundhouse kick to his flank. Kaine looked to his right to see Blade lose his Katana. This didn't matter as it turns out Blade is quite proficient in hand-hand combat, showing off a cobra strike that sent a vampire flying against the wall. Kaine was brought back to focus as he was hit in the back of his head with a wooden bat that shattered on impact. The vampire tried to beat Kaine with what remained, but Kaine disarmed him and sent him against his brethren. Kaine held the shattered wooden handle and chuckled, "A wood bat? Are you guys fucking stupid?" the vampires started to back up as Kaine began to twirl the handle between his fingers, "Showtime." Kaine launched forward and stabbed the first with the broken handle causing the monster to burst into ashes. Kaine continued on his murderous rampage against the vampires all the while humming "Vampire Killer" from Castlevania. "Who says I can't have a sense of humor?" One of the vampires latched its teeth around Kaine's neck and chomped down getting a burning sensation at its mouth. "Yeah, doesn't taste too good does it?" Kaine remarked before stabbing the monster in the heart with his stinger.

Kaine began to look on at his work with pride, "Well, would you look at this, I make a hell of a vampire killer." Kaine exclaimed to Blade. Blade responded to throwing his katana like a spear past Kaine's head and decapitating an extremely large vampire that planned on crushing Kaine by brute force.

"Mm, yes, just have to keep your head out of your ass." Blade remarked before grabbing his sword. Kaine squinted in anger and looked as if he was going to say something, but decided against it. "So, Mr. Mendoza, what sort of plans are being made, why are vampires popping up all over New York lately?" Blade asked.

" _Fuck you, I'm not saying shit!_ " Mendoza replied, spitting at the two.

Blade turned to Kaine for a short powwow, "I don't speak spanish, so this is going to be a really long interrogation." Kaine looked at Mendoza and then back at Blade and simply patted his shoulder.

" _I'm disappointed in your...uncooperativeness._ " Kaine said as he let his hand sizzle with it's corrosive chemicals. Javier's widened as he realized one of them understands what he says, " _I have respect for someone like you Javier._ " Kaine says as he paces back and forth, " _An immigrant who came here looking for prosperity, and instead ffaced hardship. So what does he do? He begins an illegal ring for vampires while using his shitty store as a means for hiding._ " Kaine stopped and removed his mask, smiling at the vampire, " _Mad respect, truly. you made it. There is just one problem._ " Kaine then sent a full force strike to Javier's face and held his palm there listening to the vampire scream in agony at the burning pain, " _You are in MY city, bringing a nuisance to MY day by making me help a bunch of people from your dumbasses!_ " Kaine pulled back and Javier's face was a mess of pale-tan skin, a beard now singed and a red handprint where Kaine's hand was, " _Now tell us what you know. In English. I don't want to be relaying messages all day._ "

"Fine! Fine!" Javier screamed, "I'll talk!"

"So, what is it you know?" Blade asked as he held his sword up to Javier's throat.

"There is a surplus of humans wanting to be transformed, a new leader is beginning to rise. He creates his converts behind the MSU campus." Javier could barely get words out through the pain and fear that he felt, "Please, that is all I know. Let me go."

"Of course." Blade said before he sliced Javier's head off his body, "We'll let you go." the body soon disintegrated leaving just Kaine and Blade inside the vampire hideout. "MSU, huh?" Blade said to himself. "What do you know about that place?"

"Ummm...it's a college? It has a good Chemistry and Biology program." Kaine mentioned. He thought about the college and how Peter wanted to attend there once he got out of high school. _What the? Why am I thinking about that? I don't care about that idiot._ Kaine shook his head and let out a sigh, "Well, look, I know I said I'd help, but honestly it looks like you can handle it from here. You have a location, and from the sounds of it it's only one person you're dealing with. It's been fun killing vampires with you though."

"Kaine, what about what you just said? This is your city and these people are taking it over. Don't you want to see this through?" Blade asked.

Kaine shook his head, "No need. Besides, I only care about Queens, if Midtown and the rest of Manhattan want help, maybe the Avengers should come down every once in awhile." Kaine said as he began to walk away to go back to his warehouse.

"That's how you feel then? You are just going to point fingers at everyone and blame them? What if I fail? What if there are too many vampires and they attack all across Manhattan? What then?"

"Hell's Kitchen has Jessica Jones and Daredevil. Harlem has Luke Cage. The baxter building is in the middle of Midtown. Iron Fist can take care of China Town. And the Punisher can take care of the Financial District, lots of high places for him to be out of harms way and do potshots off the bastards." Kaine walked out the building with Blade not too far behind.

"But what about responsibility, don't you feel like this is your fight?" Blade asked.

"Look, this is supernatural stuff. Dr. Strange is located in south Midtown. If you really want help that badly the Ghost Rider is in-and-out of New York all the time." Kaine stopped in the middle of the road and removed his mask, "It's been fun Blade, thanks for the distraction. I'm out." Kaine dropped the mask on the ground and swung off.

Blade looked on as Kaine swung away and groaned in frustration, "Dammit."

oOoOoOoOoOoOoOoOoOo

Kaine made it back to Queens and decided to go for a quick walk through the neighborhood. _No need for me to get caught any further in that mess._ _From here on out, he can deal with it._ As Kaine walked past a store he saw all the televisions in the window turn to a different channel with the same man looking ominously into the camera, _"Ladies and gentleman of New York_

"What the hell?" Kaine asked as he looked at the tv sets.

 _"Over the last couple of weeks I have been slowly releasing a toxin of my design that attacks a certain gene in the developing brain that gives them my form of...vampirism."_ the pale man explained with a twist of his hand.

"Wait...Michael Morbius?" Kaine asked in disbelief.

 _"As of right now, I am expecting opposition from one who you may not know but hope will be your savior! But even the mighty Blade cannot defeat me!"_ _Well, he just called Blade by name, that can't be good._ Kaine thought. Suddenly a bright light, a beacon of sorts, began to shine in the sky from MSU. _Well that seems pointless,_ Kaine thought again, _What's the point of letting everyone know you are there?_ _"Ladies and gentleman, the beacon you see now is calling all my vampire allys!_

"Well, that's not good," Kaine mentioned, "Wait...how many vampire groups did Kaine say are in New York?" Kaine continued to look at the beacon and thought of the impending doom that awaited the people of New York. He then turned around and looked towards where his hideout was, could he really let this happen?

 _'With Great Power, Comes-'_ "Nope!" Kaine shot the memory out of his head, "This shit isn't about responsibility or power. It's about the fact that on one hand the vampires are a pain in the ass, and on the other hand most of New York turning into vampires is a pain in the ass that means I fight more. Lesser of two evils is the choice." With his mind made up Kaine began to swing towards the college before being jumped by a gang of vampires.

"Well, well boys," the one in the front of the group exclaimed, "looks like we found one of the targets that are opposing sir Morbius and his plans."

"I REALLY don't have time for this." Kaine grunted in anger.

"Well then, you better make time buddy!" the vampires hissed and lunged at Kaine.

oOoOoOoOoOoOoOoOoOo

Blade took the van and made his way to the college campus. He had just caught the broadcast playing and decided of he didn't move now, he could be too late. "Damn, what a time to not have backup." he murmured. It wasn't as if he was unused to backup, but in this situation, two heads would be much better than one. Driving through the streets he noticed they were noticeably vacant, _That isn't normal, I'm near the campus there should be a sprawling student body._ Just before approaching the gates, Blade saw a disgusting sight, the students that haven't been transformed yet were placed in rows, they looked like cattle going to be slaughtered. "I don't think so." Blade drove through the gates with his van running over a few of the Nightwalkers startling the students and the other blood sucking freaks.

"Well, don't just stand there, go check it out." one of the underlings commanded to another. Some poor sap walked to the back of the van and opened the doors slightly before being pulled in with the doors slamming behind him. Some of the others jumped back in surprise as all they could see was the van shaking before a loud scream was heard. The van stopped and all was quiet, perhaps for longer than it felt, but it was hard to tell, all that was certain was that when the doors opened there was a click sound and a burst of light shone around a large group of Nightwalkers, disintegrating them instantaneously.

"Shit, UV Bombs! It's a vampire hunter!" one yelled as his skin was slightly scorched from the light only being saved by those that were in front of him. He didn't get to live much longer as a bladed boomerang like weapon flew at him and cut his head off before returning to sender.

"It's a real bad night for you to try and eat the human race." Blade gave a slight smirk as he unsheathed his sword, "So. Who's next?"

"Shit, it's Blade!" shouted a vampire underling, "Destroy him!" the dozens of Nightwalkers began to advance on Blade's position. He started by cutting down all those that opposed him one by one, they would get a punch in here and there, but it was nothing he couldn't handle. Finally, one of the stronger vampires (probably a higher up) nailed Blade on the chin and sent him flying across the yard.

"Not so tough when you don't have yer special UV weapons are you, wanker?"

Blade looked to see his sword had fallen out of his reach, and his UV gun was crushed by another on of the vampires, "Why do you have an Australian accent?" Blade asked.

"Wot? I'm from New Zealand you uncultured swine!" as soon as the lackey said that his head was lopped off by Blade's sword.

"Good timing, Kaine." Blade mentioned with a slight smirk.

Kaine tossed the sword back to Blade just before tossing a set of UV bombs down, decimating the rest of the outside group. "Yeah, well, it's all for the betterment of mankind." Kaine pointed to the students who were helping each other get out of their restraints, "Beat it. Things are gonna get dicey." The kids left as soon as they could with one of them looking behind back at Kaine and Blade.

"Thank you."

"Piss off!" Kaine shouted. Kaine popped his neck as more of the vampires started to show up to defend Morbius. Blade got off the ground and stood next to Kaine, also popping his neck. "Hmm, about forty to two...pretty bad odds."

"Yeah," Blade spit out blood thatthat had built up after he was punched, "For them."

"Don't let them get to our vampirism machine!" one snarled out.

"I'm dying to get a bite of the day walker!" another shouted.

"But look at that, he's got a human with him! More human is always good!"

 **Music Cue: War--Palisades**

"Well, I guess you get the ones on the left and I'll get the ones on the right?" Kaine mentioned, unsheathing his stingers in the process.

Blade readied his sword and smirked showing his usually rarely seen vampiric teeth, "How about if you get more than me, I'll buy you something to drink." Kaine nodded to the idea and the two took off going forward advancing on the group.

"You two think you're so confidant, huh? Well, why don't we show you what we're--HUAGHK!" the vampire couldn't even finish his sentence before Kaine shoved his stinger through his chest. Blade sliced multiple others down with his sword only to get dog piled by a large group.

"You think you are powerful daywalker, but you are nothing special at all." one of the nightwalkers hissed. Blade gritted his teeth and with all his strength launched all fifteen of the vampires into the air, and using his vampiric strength he jumped into the air and began to air juggle hos enemies like he was Nero in Devil May Cry 5. Finally, Blade sliced downwards and slammed the rest of the vampires on the ground, impaling his sword through five of them. Blade removed his sword and cleaned off the blood by flicking his sword at the ground.

Morbius looked down from his clock tower and grimaced at his ally's losing to Blade an his mere human lackey. "Absolutely pathetic!" he grunted in annoyance, "I suppose if you want something done right...you take care of it yourself." Morbius dropped down from his perch, his coat flailing in the air as he fell, before landing on the ground causing it to slightly crater. "Enough!" Morbius shouted making some of the vampires to retreat save for the few fighting Kaine which, by ganging up on him, have him in a bit of a corner.

"You must be the man who constructed all of this, Micheal Morbius was it?" Blade asked as he and Morbius circled each other, tension growing for the ensuing battle.

"Ah, quite perceptive you are. I wouldn't expect any less from the Daywalker, a vampire that kills his own kind." Morbius clicked his tongue with a cocky grin as if he had just won the battle, "But you are too late Daywalker, every developing brain from Manhattan to Brooklyn jas been infected by my bio disease, soon everyone who is compatible will turn into a vampire look you, or I."

"And those who aren't compatible?" Blade asked.

Morbius shrugged his shoulders, "They are doomed to perish. Can't you see Blade? I'm not a bad man. Soon the disease will spread, making way for the age of the vampire!"

 _That's his plan?!_ Kaine thought as he was being beaten by a slew of vampires, _That is retarded! What's he gonna do when the sun comes out? Or if people figure out how to rig UV lights? Dumbass should have made a weather machine first to block out the sun._ Kaine then kicked the vampire on him and broke out of the grip of the other. Using his free hand he used his signature "Mark of Kaine" on the other vampire causing the creature to howl in intense pain. Kaine released his stinger and shoved it through the skull of the vampire writhing with pain. "Who's next?" he asked with a flick of his head.

"A world full of vampires? That's your plan?" Blade asked, "So you decided that the best way to save the world is to turn it into a giant safari for me, Doctor Strange and the Ghost Rider? pretty smart idea there." Blade got in a defensive position, "Why don't I nip this in the bud now and end you?"

"Hmph." Morbius responded as he tossed away his cape, "Then let's come to an agreement." still silence between them for a short time before both charged at blinding speeds towards each other. Blade swung his sword with expertise and Morbius dodged the slicing. Morbius was almost chopped in half by the blade, but at the last second he caught Blade's blade! The two stood struggling in a form of clash, "I will usher in a new world order! I will become the modern day Dracula!"

"Then I must destroy like I did to him decades ago!" Blade shouted as the clash ended. Blade sent a furious elbow at Morbius who took it full force in his gut. Blade followed with a high kick, but was countered by Morbius grabbing the leg and elbow dropping Blade on his Lateral (the outside ligaments of your knee). Blade kneeled on the ground trying to recover from the pain.

"You see, you are already grovelling before your new leader. This is the level of respect I expect out of one of my peers." Morbius chuckled as he kicked Blade to the ground, he then began to crush Blade's head under his own foot, "Yes, respect the ground your new master walks on."

 ** _Honk Honk_**

"Who the hell would-" _BAM!_ Morbius couldn't finish his sentence before he was hit head on by Kain driving the van and pinning him against the wall.

"WOO! That's what happens when you break in the fast lane bitch!" An unexpected taunt by Kaine, but a completely welcome one. _Apple doesn't alter that much when cloned I see._ Blade thought.

"You insignificant!" Using his might, Morbius was able to grab hold of the van and toss it to the ground.

"Shit!" as the van tumbled, Kaine quickly jumped out of the sliding doors and dove through the air. Time seemed to slow down as Kaine pulled out what looked to be a tranquilizer and loaded it with a syringe, which he fired at Morbius's neck. He then tossed what he thought was a UV bomb, but turned out to be a flash grenade. _Okay, with his advanced eyesight I should be able to get the jump on him_. Kaine quickly advanced Morbius and readied his "Mark of Kaine" and hit Morbius on his chest.

"AAAAAAGHHH!!" Morbius screamed at the intense pain, it felt as s if his skin was being burned layer by layer, like a hot knife just resting on butter. _Got to escape, I can't win at this point. Not with this human and Blade!_ Morbius thought. Going with the last resort plan, Morbius through some sort dust in the air which seemed to spontaneously combust making a thick smoke. He freed himself and when the smoke cleared he was nowhere to be seen. All that was left was the syringe that Kaine fired at him, now filled with his blood.

"So it's over then?" Blade asked.

"Nope."

oOoOoOoOoOoOoOoOoOo

The two climbed the tower and rummaged through Morbius's belongings. They found the blueprints for the machine, the machine itself and what looked to be old testing equipment. "This machine," Blade mentioned, "Was he trying to make a cure?"

Kaine did a once over on the machine littered with cobwebs and dust, "Maybe at first, but he must've given up." Kaine continued to look at machine itself and formed a perfect idea, "Maybe, with this machine and the starts of his cure...I could make a cure myself. I don't know how stable it would be, or if it would work on traditional vampires, but I can try."

"But how would we distribute it to those who are infected?" Blade mentioned.

Kaine was about to make a rebuttal, but it seems someone answered for him, "I believe I can help with that." the two heard a new voice and turned in the direction in which it was coming from, "Hello Blade, Kaine." stepping into the light was the figure of Doctor Strange, the Sorcerer Supreme.

"Doctor Strange," Blade acknowledged, "fancy meeting you here."

"Well, this is an event that could destroy our reality as we know it after all. Last thing I want isis to turn the future generation into a group of vampires that won't even be able to sustain their way of life because their only food source would be extinguished." Strange cocked an eyebrow in amusement at Kaine, "It's nice to see all the pieces falling into place."

"Okay, cut to the chase, what's your plan?" Kaine asked impatiently.

Strange gave a slight chuckle to the clone, "Yes, my plan is to assist you. O can tell that even with your scientific expertise it won't be enough to make a stable cure," Strange paced around the room touching random objects making dust collect on his finger tips, "but, if we were to combine your scientific expertise with my magic, we could make a stable cure for these 'new vampires'." he said with air quotes.

"Yeah well, the machine is busted, so I don't see myself making a good attempt at a cure anytime soon." Kaine mentioned. Strange then twiddled his fingers and the machine that Morbius once used to try and make a cure seemed good as new. Kaine sighed and gave a thumbs up, "Well, let's do this." Kaine quickly got to work combining his own idea of a cure with Michael's original plans and the plans that Blade's former ally had. Hopefully, with three different approaches to a cure. Finally, after several hours of testing on the sample of Michael's blood there were results. The semi-cure could have been done sooner if Kaine hadn't been distracted by Strange and Blade destroying all of Morbius's work. "I still think you could have had uses for his machine."

"Yes, but why chance it?" Strange mentioned as he snatched the vile from Kaine's hands, _Fucking rude._ "Yes, this should be fine." Strange opened a portal back to his Sanctum Sanctorum, "I will keep in touch with the two of you, hope to see results within the week." and with that, the strange doctor left.

oOoOoOoOoOoOoOoOoOo

Many miles away, Michael Morbius retreated to an old hideout of his. An abandoned apartment building of his younger years in college. He looked at himself in the mirror and saw the mark left by his new enemy, Kaine. "So, it seems he and I shall meet again." slamming his fist against the mirror and making it shatter he smirked, "But next time...next time I will he stronger."

oOoOoOoOoOoOoOoOoOo

 **Roughly One Week Later...**

Since the incident, Kaine had retreated to his warehouse to rest. He was a little different now. He had a new sense of pride, he became more vigilant of his surroundings (after he learned he isn't good when multiple people with competant skill ganged on him) and he got himself a haircut. Physically speaking, he actually looks like a clone of Peter Parker now, but with a five o'clock shadow to go with it. He was also recently told of the success of the scientific-magic cure on those infected. Turns out, just as he figured out, that "weird flu" outbreak was actually just this disease spreading.

It wasn't just his and Blade's victory though, Strange also told him of the other party that did their part, "So, Ben had a hand in this himself huh?" Kaine chuckled at the though that he and Ben inadvertently worked together, "Yeah, who needs a Spider-Man?"

Kaine was returning to his hideout from grabbing something to eat, at the front gate he found a suitcase with a letter on it, "What the hell?"

 _"Kaine, I noticed your outfit was destroyed during our excursion together, so I pulled some strings and got you a new one made that I think you'll like. I"ll be in contact._

 _p.s. You can keep the phone._

 _\--Blade"_

Kaine opened the suitcase to see a black mask with red lenses staring back at him. "What?" Kain began to remove the costume and saw the top that was black at the shoulders with a large black spider on the chest and black on the fingers while the rest of the suit was a vibrant scarlet red. In the suitcase an Iphone 7 began to ring. Kaine answered without thinking.

 _"Hello Kaine, what do you think?_ The voice clearly belonged to Blade.

"What do I think?" Kaine repeated back, "What the hell is this?"

 _"It's a highly durable material, knife proof, cam stop low caliber bullets farther than twenty feet away, flexible. Seems to fit you're fighting style well."_

"I meant, what the hell is with the spider? Is this some sort of joke?"

 _"Hehehe,"_ Blade chuckled, _"no joke at all. You are the clone of Spider-Man, and I'm a firm believer of living by your namesake. I'll call you when I need you._ _*Click*_

Kaine held the phone out, "When you need me? What are we partners now or something?" Kaine looked at the suit and scoffed, "Jesus."

That night Kaine tried to sleep, but he was having trouble with all the sirens blaring in the distance. Kaine laid on his small bed staring at the ceiling as the sirens kept going, eventually he heard gunshots. "...God dammit." he got out of his bed and put on the new suit, "This better be as comfortable as he was making it sound." Kaine complained as he swung out into the suburbs.

There was a bit of a standoff between some two-bit crooks trying to rob a small sandwich shop until the police arrived. One thing led to another and now there is a shoot out, nothing super major, some stupid kids who swiped their old man's piece when he was sleeping, tale as old as time. "Dammit Randy, why the 'jid ya' have to shoot at the cops man?!"

"I don't know, I panicked! How was I supposed to know they were gonna shoot back?!" Randy retorted.

The girl of the group snorted at the comment, "They're fuckin' cops dumbass!"

As they three were arguing while shots hit the SUV they were hiding behind, Kaine swung in and landed on the hood of the car scaring them half to death. "Y-Y-Your-" the girl stammered.

"It is, 2 a.m. in the morning, I am trying sleep, but you little shits are shooting up the neighborhood!" Kaine complained.

"Spider-Man..." Randy murmured.

Kaine looked at the kid and squinted his lenses, "Really? R-Really? You're gonna do that?" Kaine lifted Randy up by his crappy Jets jersey with one hand, "One: I'm not Spider-Man, 2: Fuck the Jets, Giants are better, 3:" Kaine pointed to the other guy, "If you pull that trigger, I swear to God I'll beat all your asses." and like that out of panic the kid fired and skimmed Kaine's thigh. Kaine sighed and dropped Randy to the ground. He webbed their guns and yanked them out of their hands. He then stood over them and cracked his knuckles, "Yeah, this will be simple. Who the hell needs a Spider-Man?"

 **Music Cue: Rip and Tear--Doom (2016) OST.**

The police moved to where the kids were and saw them webbed together with the other friend who quite literally pissed his pants. "What the hell happened?" the cop asked.

"That Spider-Man looking guy is really scary." Randy and the girl nodded in agreement. The cops didn't call for a man hunt because from what it looked like, he hadn't harmed the kids just...scared them. On the kid's left cheek there was a note.

 _"Courtesy of the Superior Scarlet Spider_

 _p.s. Jesus they are just kids, if had a group go through the alleyway you could have surrounded them easily."_

"Scarlet Spider?" one of the other cops asked.

"Perhaps there is more than just Spider-Man out there?"

Kaine rested on a building across the way and sighed, "Looks like I now patrol the city that never sleeps...god dammit." with that he swung off, "Well, at least that means the other guys don't try to go out of their normal territories. Look out Manhattan, the new Scarlet Spider is on the rise!"

In the distance Blade watched the events unfold and gave a slight smirk.

End.

 **Author's Note: Hooooooooooooooooooooooooooooo Boy. It has been a while hasn't it? Sorry for not uploading anything, but I promise you I have some good excuses.**

 **1) When I made my last chapter of Fast Times it was that time that finals started to roll around. Also I had to write 3 essays a week. 3 Essays! And I don't know if I've told you guys before, but, Essays are my weakest point right next to science.**

 **2) My great aunt, whom my family is rather close with, got breast cancer...**

 **But then she BEAT IT! Yeah. FUCK YOU CANCER! KISS MY LATINO ASS!**

 **3) Finals.**

 **4) Red Dead 2 came out and...well, that took up a lot of time.**

 **5) My car broke down again recently, as this gets uploaded I will have been without my car for a week so...yeah!**

 **6) Financial problems. I've been low on cash and I know that isn't related to writing, but stress man is a bitch.**

 **7) I got a new phone...that was also a bit of financial problems honestly, but I kinda had to.**

 **8) This was originally supposed to be a Halloween Special, then I missed the deadline, then I'll was gonna write a Christmas special with it and that didn't work out. I lost motivation half way through this, but I've definitely found it again as I powered through the best I could to finish it.**

 **So again, sorry for the wait, but I want to let you guys know I am still writing. But because I have been gone for so long, I'm going to have to (regrettably) re-read the last few chapters of my stories so I can see where I'm at, get where I was going and not mess up my continuity.**

 **Oh, quick reviews real quick! Into the Spider-Verse was phenomenal, if you haven't seen it yet go watch it!**

 **Goblin Slayer: Was pretty tight, it wasn't nearly as bad as people made it.**

 **Devil May Cry 5: Oh my God! I am so pumped for this! I've played the Xbox Exclusive Demo like 30 times by now, ok h and Resident Evil 2 remake comes out this month, bitching!**

 **Okay, I've been here long enough, I should be working on Spidey and Deadpool next, LATERS GUYS!**

 **Oh, BTW, I'm thinking of streaming on Twitch, would ya'll like to watch me play some Xbox games?**


	39. Tarantula

**Tarantula**

 **Emerald Forrest**

"Alright Parker, if you want any chance of going toe to toe with Fred you need to learn everything he has learned." Hana said, "I have been around my team for years, I have seen each and every one of their moves a million times over. I've taken extensive notes for all of their styles."

"Okay, but how is you knowing the moves going to help me?" Peter asked, to which he recieved a slap to his head from Hana.

"Fred was more than just a leader, he was a friend, a brother, and, sometimes, even a teacher. I'm not going to just teach you the technique, I'm gonna teach you how to counter as well." Hana looked at Peter and noticed the look on his face was something that said he wanted to say something, "And yes, I understand you have your Spider Sense, so to teach you I'm going to walk you through it, hopefully you can use it in the fight."

"And I'll be here to teach you various moves that I have learned over the years." Deadpool said with pride, "Also I'll be able to help you perfect your 'adaptive fighting style'."

Peter nodded and clapped his hands together, "Alright, let's start." Hana smiled at his determination and the three began their training.

oOoOoOoOoOoOoOoOoOo

Uldren was with Maria in Ozpin's office, still trying to help her with the shock of the recent revelation. "Maria," Uldren tried to comfort hugging his dear cousin, "You don't have to hold back-"

"It's my fault." Maria replied with tears in her eyes.

Uldren made his cousin look at him, "Listen to me, it was not your fault. We were all there, we should have stayed back. We should have gone back to look."

"No, it's my fault for not telling him. I should have told him when we were there, I should have told him I was pregnant. Maybe he would've declined the mission and we could all be together." Maria began to sob now, "If I had stopped him or told him we would still have a full team and my daughter would have a father!"

Uldren held his cousin tightly in his arms, "It'll be okay. We will get through to him, we'll get him back. We can help the kid-"

"I couldn't!" Maria yelled, "If I saw him...I couldn't bring myself to hurt him, not after everything we went through together."

Uldren sighed, "We won't hurt him then, but I can't say anything on the kid. It sounds like this is a little bit personal for him."

"Maybe he can help put some sense into him." Maria mentioned, "Even if Fred has just a little bit of his memory left, he knows our move sets better than Hana does, the kid is the only one with a different style he hasn't seen much of."

"I assure you, if there is anyone who stands a chance at defeating young Frederick, it is Mr. Parker." the two turned to see Ozpin at his desk drinking his coffee, "Sorry for interrupting."

"No, it's fine. It is your office." Maria apologized as she wiped away her tears, "Should we find Hana?" she asked Uldren.

"Oh, you won't have to look far." Ozpin said taking a long sip of his coffee as Hana and Deadpool were teaching Peter familiar fighting techniques, and they noticed Hana seemed to focus most on countering. "Hm, brains over brawn then? That could work, but he'll need to be fast too."

"We should go watch his progress." Uldren mentioned and Maria nodded in agreement. The two got on the elevator and looked at Ozpin, "It's good to see you again sir." Uldren added before they left. Ozpin simply smiled and raised his cup for the two.

oOoOoOoOoOoOoOoOoOo

 **Mimosas Lab**

"Alright Frederick, your new suit is all hooked up, how does it feel?" Mimosas asked as she looked at her experiment in excitement.

"Form fitting." Fred mentioned, "This won't be stopping any bullets though."

"True, but you won't need to dodge bullets when someone can punch your armor so hard that it caved in the breast plate. Now you'll be able to breathe when he punches you."

"What if he punches in my sternum?" Fred asked, still questioning his lack of armor.

"Fred, you are officially stronger than some Atlesian armor. You could get hit by a truck and still be fine, though, I will admit, bullets would be a danger. But, 'know thy enemy' right? Spider-Man doesn't use weapons. Just his fists and webbing." Mimosas clasped her hands together, "Now, let me explain your suit and how it works. That pack you have on is a Dust Amplifying Pack. It controls the Dust you output through your two main weapons: your stingers and your paralysis pincers." Fred flexed his forearm and a blade popped from the topside of the gauntlet around his wrist, "Your stingers can use two functions: Super Heated and Short Circuit. With Super Heat the fire Dust amplifies, thanks to the pack, into the blade and allows you to cut through virtually any metal found on Remnant. Short Circuit sends out electrical currents, which, if used when stabbing an opponent, can paralyze them, or, if close enough to their heart, kill them." Fred sheathed the blades and made a fist, then he flexed while opening his fist to reveal tiny pincers on his finger tips, "With Paralysis Pincers, you get exactly what it describes, all the lightning Dust is absorbed into your hand to make the perfect Super Taser. Though, I suppose it depends how you want to defeat your opponents. I thought about putting poison on the Pincers, but that is so dull and 'Evil Agenty'." she said with quotations. Mimosas had to lean back against her desk to catch her breath from that explanation, "So with all that in mind, do you have anymore questions?"

"How do we find him?" Fred asked.

Mimosas baggy eyes seemed to beam with excitement, "I thought you'd never ask! Follow me." Having Frederick follow her she led him to a set of machines she had been working on.

"What is that?" Fred asked as he looked at the large androids, "It looks like a Paladin, but if it was a quadruped."

Mimosas smile intensified, "Well, turns out that mass Terrorist, Roman Torchwick, isn't such a dummy as some people thought. Or he at least has someone helping him. My designs are based off this large machine that the Atlas Military picked up off the side of a freeway in downtown vale about a week ago. They asked me to analyze it, see what I can find. In my research I found that the machine contained contents of Spider-Man's DNA and was able to sniff him out like a blood hound. It was called a Spider Slayer. I would hahave copied the whole thing, but it was so bulky, too big and had too many weak points. My design, my Vermilion Spider Destroyers are fast, agile, and the size of a mid-sized SUV." Mimosas moved Fred over to look at her machines, "Using the same tracking technology as the inappropriatly named 'Spider Slayer' my new 'Spider Destroyers' will track down the vigilante and defeat him. Or, if they fail, you can finish the job." Mimosas chuckled, "I estimate he has about 2.0478% chance of succeeding amd defeating both the Destroyers and yourself."

Fred walked towards the Bullhead, "He will fight me. I'm certain of that."

"Okay, I'll just send them ahead of you I guess!" Mimosas shouted out. She grabbed a remote and huffed in annoyance, "He just left mid-sentence what a prick." sighing she looked at a prototype machine she had been working on at her desk, "...Plan 'C'." she said as she grabbed the machine and strapped it to her body.

oOoOoOoOoOoOoOoOoOo

 **Emerald Forrest**

"HUAGH!" Peter exerted when trying to counter one of Deadpool's attacks, but the merc countered his counter, "Damn...This may he harder than thought. And I'll have to do this without Spider Sense."

"Only if it gets to that Spidey." Deadpool mentioned, "This jarhead was difficult for even me to take on, and he practically owned the both of us."

"Yeah, we can have your back!" Jaune mentioned, "...right guys?" Jaune's team and RWBY groaned.

"Jaune," Pyrrha said, placing her hands on his shoulder, "Of course we'll assist, but...if this Frederick is as good as Hana says he is. We may all be out of our league."

"Eh, we're always out of our league. This isn't anything new." Yang mentioned with a shrug.

"Cockiness like that will get you kids hurt...or killed." Uldren mentioned. He and Maria had been watching the training for some time now. He had to admit, even if the kid couldn't beat Fred...it'd he one hell of a fight. _He doesn't believe in himself, but he could go toe to toe with any of us in hand to hand and give us all a run for our money. His technique is sloppy, but if it were to be refined...he could beat anyone._

"What are you thinking Uldren?" Hana asked, "Do you think he can do it? Do you think he can knock some sense into Fred?"

"I think-"

"AGH!" Peter screamed, now holding his head in immense pain.

"Peter, what is it!?" Blake asked.

"Spider Sense!" Peter quickly changed to his "Insomniac Suit" as Weiss called it, and got ready for the danger, "Where-? OH CRAP!" Spider-Man quickly dodged a large blast that came from the forrest.

"What was that?" Jaune asked.

"Danger Will Robinson!" Deadpool yelled out while firing what seemed like at random into the thick forrest. There was no sound, but after a short time out came a large sentinal looking machine the size of a car. It seemed sleek, but then it opened up into a star shape as it fired energy blasts. Deadpool avoided the attack and the machine scanned the environment before finding Spider-Man and aiming straight for him.

"Oh, of course! Just my luck!" Spidey got ready to dodge so he could counter, but before the machine fired it blew up from the back and quickly fell to the ground. Uldren stood with his rifle and smirked.

"Yeah well done kid, you make a nice distraction." Spidey squinted his lenses not entirely liking the joke. "What is it?" Uldren asked.

"That looks like Atlas Military technology." Maria mentioned.

"Of course it's Atlas tech, they've been trying to kill me for at least a week now." Spidey complained.

"There's a light blinking." Weiss pointed out to a slightly unhinged hatch at the machine's base.

"Boop!" Nora said excitedly as she pushed it.

"Nora! Why would you do that?" Jaune complained worriedly, "What of that was a bomb?!"

"What? It's fine Jauney." Nora refuted.

"Wha- How do you kno-"

 _"Congratulations, Spider-Man_ out of the hatch came a recorded message by Tarantula in his new suit.

"Fred..." Maria murmured.

 _"I knew you could defeat these machines. I'm not interested in you fighting robots however. I want us to settle the score. You got the upper hand on me before, and then we had to stop our spar. I wish to finish what was started. Meet me in Vale in the next 20 minutes. Don't worry about a specific location...I'll find_ _you."_ with that the message cut out.

"Peter?" Ruby asked with a worried expression, "What's the plan?"

"I go. You stay." Spidey said pointing to his friends.

"What? No! We've been over this, we work together!" Weiss complained.

"Weiss is correct, you are going to need all the help you can get." Pyrrha added.

Deadpool put his hand on Spidey's shoulder, "What if he has more of these Spider Slayer rejects? Extra help may be beneficial."

"I don't like the idea of destroying Atlas property, but I will help you too." Uldren added, "Especially if it means helping Fred."

Hana lightly shoved her husband so she could talk to Peter, "While we have an ulterior motive, don't worry, we will protect your friends. Just as long as you stop Fred...what he's doing...well it just isn't him. He's lost, maybe you can find him? Bring him back for us?" Peter had a new mission now, it was more than just revenge, but it was about bringing this huntsman back to reality. Instantly the comparison he made was when Captain America had to convince his best friend turned enemy Bucky aka The Winter Soldier, that he was being brainwashed. He felt the responsibility weigh on him, he had to do this, because if he couldn't, who would? _Well, I suppose his allies could, but I don't know if they could fight him._

With a resolve to stop Tarantula one and for all the group took an airship to Vale. "Okay guys, here's the plan," Spidey said so they all understood what the plan of attack would be, "I have dealt with enough super villains to know that if it's too good to be true...it usually is. That means that there may be more of these Spider Slayer wannabes ready to attack me. JNPR, I'll need you guys to take care of them--especially if it involves Pyrrha using her awesome polarity ability to make them stop moving. From there you guys can blast them in mid-air." Spidey proved his point by using a finger gun motion, "RWBY, I'm gonna trust you guys with taking care of potential Atlesian Knights that may get on my tail."

"You want us to destroy Knights?" Weiss asked, "That's completely idiotic, why would we need to get rid of those?"

"In case you have forgotten, I have a large, white spider shaped target on my back thanks to your old man." Spidey retorted causing Weiss to look down in shame, "And, I can't focus on Knights and Tarantula, so I need your help."

The girls all looked at each other before giving knowing nods, "You can count on us Spider-Man!" Ruby responded with a salute, Spidey chuckled.

"Uldren, Hana, Maria, you guys do your thing and help out my friends. Is that fine?" the three huntsman nodded.

"What about me?" Deadpool asked. **_Yeah, what do we get to do?_**

"You do you."

"...Bitching."

Spidey finished loading new web cartridges into his webshooters and clasped his hands together, "Okay...let's do this. Here. We. Go." The door to the transport opened up and the group made their leave with Spider-Man taking to the skies immediately swinging at high speeds. "Will he be okay?" Maria asked, more wondering about the impending fight than actually asking a question.

"He'll be fine," Yang mentioned with a large grin, "Peter may have low aura and no semblance, but he makes up for that with his impressive determination."

"What do you mean?" Hana asked now.

"If Peter is backed into a corner, nine times out of ten, he'll find a way to find his resolve and turn the tides of any fight against his opponent. His determination shoots towards the sky and it's as if no one can stop him. That's what makes him amazing."

Hana and Maria both looked at Yang and how she spoke of her teammate, "Aww, that's so cute." Hana teased before catching up with Uldren.

"What?" Yang asked.

"Yeah, I remember my Beacon days." Maria added.

"What?!" Yang continued to question but recieved no response.

oOoOoOoOoOoOoOoOoOo

On one of the highest points of Vale stood Tarantula, watching and waiting for his battle, "But first you must survive the challenge ahead." There was a beep from his transmission to Vermilion and he answered immediately.

 _"Tarantula, this is Vermilion, do you read me?"_

"Copy."

 _"Do not engage the enemy, wait for plan 'A' to fail, you are the last test._

"I didn't plan on fighting him yet, I won't know if he is worthy until the machines are destroyed." Fred ended transmission and watched from cameras he had set up prior, "Pass these trials, then we can fight again." looking into one of the cameras he spotted the wall crawler swinging passed Ninth with a 'Spider Destroyer' hot on his tail.

oOoOoOoOoOoOoOoOoOo

Spidey just swung passed Ninth street with one of the faux Spider Slayers hot on his trail, "Uh, guys," Spidey began to talk through his communicator in his mask, "I found one of those Spider Slayer things." just as he said that, three more were after him, "FOUR! I found four of those Spider-Slayer things! Mind telling me where you are at?!"

"We are-AGH! We're near a coffee shop!" Jaune shouted as he and his team was already dealing with one of the Spider Slayers that Spidey brought towards them earlier, however it wasn't keen on staying around and immediately went towards Spidey again. The only reason it started attacking JNPR is because Jaune threw a rock at it.

"What coffee shop!" Spidey yelled.

"That one that sells really good cappuccino!" Pyrrha grunted as she held the machine in place.

"Oh, Sal's. Got it!" Spidey swung in that direction snd the Destroyers followed, some of them started firing at Spidey which he swiftly dodged, "Hey! Hold your horses, we are gonna get to the junk yard soon!"

Approaching JNPR, Spidey sees they had just taken care of the other Destroyer. "Special delivery! Pyrrha, do your thing!"

Pyrrha looked at the four machines with disdain, "That's a lot of machinery." tensing her muscles, Pyrrha sent as much force through her Semblance as possible to stop tthe Spider Destroyers in their tracks, "Can't hold on..."

"On it!" Nora jumped to the air and fired out grenades for each Destroyer, but didn't destroy any, "Oh C'mon! That's cheating!" then all four of them blew up simultaneously from gunshots. The group looked up to a roof to see Uldren with his rifle in hand giving a thumbs up.

 _"Uh, Spidey? We could use some_ _help."_ Ruby called on her scroll.

"I'm on it." Spidey looked at the others, "Move towards RWBY and the others!"

"We're on our way!" Jaune shouted, "C'mon guys, they need our help."

"We should be careful, being Spider-Man's allies means we could be targeted as well." Ren mentioned.

Spider-Man began swinging at break neck speeds, seeming to move upwards near three hundred miles an hour, _Better hurry, who knows what they could he facing._ Arriving to where RWBY's was, Spidey could see they were fighting strange looking Knights with a reddish accent on their shoulders. "What happened, why are you guys already fighting Knights?" Spidey asked as he dropped into a swing kick.

"Well, I think they knew we were your allies, they must have some footage where we helped you out!" Weiss grunted out as she destroyed one of the Knights by stabbing it through the head.

"Then they started to harass us, asking where you were, and when we refused to give them information they started to treat us like criminals!" Blake grunted, taking down three at once.

Looking through the video feed Tarantula nearly crushed the scroll when he saw Spider-Man had assistance from his allies. "No, this is a good thing." he told himself, "So Spider-Man, you wanted to fight me so bad you brought allies so that you and I could fight undistracted? Truly, a worthy opponent. But, once the king falls...I win." The feed quickly shot over to Maria and Hana fending off against the Knights, "Who are they? Why do they look familiar?" the armor seemed familiar, but the more Fred thought about it, the more his head hurt. "No matter, I'll just have to make myself known now."

Fred set down his equipment and put his mask on, he then twisted a nob on his right gauntlet which powered up his DAP, and he jumped. Free falling straight to the ground almost exactly where his target was.

Hana picked something up on her heads up display in her suit, "Spider-Man behind you!"

Spidey quickly dodge rolled forward, narrowly avoiding being crushed by Tarantula. "Thanks." Spidey said with a salute. When Tarantula landed, he caused a crater and dust to fly up, so Spider-Man's vision was slightly blurred, "What? Did one of those faux Slayers give up?" he joked. Just as the dust began to clear a fist came out nailing Spidey in the jaw knocking him to the ground. "Agh, geez. Guess the boss showed up." Spider-Man quickly got to his feet and backed up a bit as Fred walked through the dust to reveal his form to the rest of the group.

"That's him?" Jaune asked.

"Yeah, that's Fred." Uldren murmured.

"He's tall!" Nora blurted out.

"Fred...what have they done to you?" Maria asked quietly.

"Hello Spider-Man." Fred greeted, "I see you wanted to get things done and over with."

"Yeah, well, I always want to get things done early." Spidey mentioned.

"That's why you don't have a girlfriend!" Yang shouted while punching a Knight.

"Yang, inappropriate." Blake said sternly only for Yang to laugh.

"Well, I see we both are guilty of outside help." Tarantula mentioned, "How about this, from here on out, no outside help. Just you and me."

"What's with your suit?" Spidey asked.

"Why, are you surprised? I have some of your DNA, using a similar color scheme seemed approp-"

"No, it's just that you totally stole that from one of my villains."

"What?"

"Yeah dude, that's the Blood Spider outfit. I recognize that suit anywhere. I had the cold one time and that guy went around town doing evil things claiming to be me. It was pretty messed up. But I took him down."

"Oh, interesting--I don't care." the air felt really dense between the two as they faced each other.

Spidey rubbed the back of his head, "Well if it is any consolation, it looks adorable, I can tell your husband spent a lot of time sewing that for you. There's a comic convention in a few weeks right?"

Fred was dead quiet. Then he released his blade and charged at Spider-Man, "Guess we have to fight it out, huh?" Spidey said as he got in a ready position. Spidey back flipped away from the first slice and likely would have been hit by the second one had Deadpool not come out of nowhere to sword clash with the guy.

"I didn't anticipate seeing you again Mercenary, but I am happy to take you down all the same." Fred super heated his blade and it cut through Deadpool's sword like butter.

"This isn't good. Spidey, he has super heated blades...Well, good luck with that!" Deadpool said as he began walking away.

"What? What do you me 'good luck'?"

"Hey, you said you had to do this, I was just making sure you didn't die. Laters, peace!" Deadpool gave a deuces and bailed.

"Well crap."

Fred launched forward again, Spidey saw this and jumped overhead and used his webs to through Fred headfirst onto the concrete. It began to rain shortly after the scuffle

 **Music Cue: A.I.--Red**

"Good, the time has come." Fred said as he effortlessly got back on his feet. He launched upwards at Spider-Man, crushing the concrete beneath his feet. Fred had his blades forward giving Spidey flashbacks to his fights against Wolverine and X-23. _I got_ _this_ Spidey thought. Thinking quickly, Spidey webbed the ground beneath Fred and launched himself down. Fred saw Spidey moving faster than he anticipated, not giving him enough time to react before getting kicked to the face. Fred retracted the blades as Spider-Man was too close for them to be effective, so he sent a ferocious punch at Spidey's gut just as Spider-Man cocked his fist back for a punch. The punch from Fred knocked the wind out of Spidey, allowing him to grab Spidey and spin him around so he could land on him when they landed.

Spidey was able to roll over to his feet while Fred stood up with ease and cracked his neck. He then released the blades again. "Frederick, you don't have to do this!" Spidey yelled out trying to get his attention.

Fred was a little shaken that the vigilante knew his name, but shook it off, "You can't suade me criminal. You think you are doing good, but you are just harming others!"

"Why does everybody say that?" Spidey murmured?"

"Stopping you, will be a benefit for all the kingdoms!" Fred launched forward again. _Gotta outsmart him._ Peter thought. Spidey held his hand out and shot a webline which Fred stopped with one of his Stingers. The webline, however, was a taser web which means that once the electricity hit the blade it was sent through all of the Tarantula's body. "AGGGGHHH!!" Fred was stopped in his tracks by the pain giving Spider-Man enough time to web strike him and lead into a combo. Though the combo was Spidey's downfall as Fred quickly hit Spider-Man with his Paralysis Pincers and sent a major 100 amp shock through his body, just before stabbing him through the gut.

"GAFCK!" Spider-Man had blood slightly seep through his mask. It was raining hard now. Spidey's friends stopped fight as they saw him stabbed.

"I see, it seems you weren't worth the fight after all." Fred said, "It's a shame though. I was hoping you'd be better." Fred looked at Spider-Man some more and then removed his mask to see the face that was a bloody seventeen year old, "You're a kid?" Fred ask with what seemed like amusement, "I take it back, you had massive potential." he then threw Spidey on the ground where he seemed motionless.

"No..." Hana said quietly.

Maria couldn't stand the one she loved hurting someone who was only doing good. Maria removed her helmet with tears flowing down her cheeks, "FRED! What are you doing!" Fred turned and looked at Maria, "This isn't you! You are better than this, you don't have to listen to them!"

"That voice." Fred muttered to himself, "That face...Maria?" he started to have flashbacks of his life before, with his final battle with his teammates, "AGH! Why can't I remember!"

As Fred was riling in pain trying to understand everything as the flashbacks came into his head like a machine gun, Spidey slowly got off the ground, now his suit repaired, thanks to the unstable molecules, giving him a seal over his wound. "I tried, and wanted to reason with you...you wanted to fight. You attacked me, you attacked my friends, and you show no remorse only believing one side of the story not even asking me or my friends about what I do. I've never been to Atlas, the military has it out for me for no reason."

Fred slowly got up upon hearing Spider-Man's voice, "You are just a kid, you don't understand."

"I do understand!" Peter shouted, "With great power, comes great responsiblity. You had that motivation when you were a huntsman. You've forgotten what it means to have responsibility. Responsiblity is to do the right thing, even when it seems wrong. And if you won't listen to me with words, then maybe you'll listen to me if I beat it into you!"

"Fool, when will you understand that you've lost!" Fred sent a right hook and, using his knowledge he acquired about his fighting style, Peter blocked it with a left hook making the two clash. Peter quickly gripped onto Fred's gauntlet and crushed it with his grip. Fred let his other stinger but Peter stopped him from making a move by webbing his face and pulling him into a knee to his head followed by a punch across his jaw that knocked Fred to the ground instantly.

Fred seemed almost awestruck under his mask, "How could you do that? You haven't shown that strength before."

"I know, that's because I'm so afraid of killing someone I hold back almost all my strength." Peter said as a slight smile formed, "But you, I can't hold back anymore." Peter crouched into his newer formed fighting stance and Fred followed suit. Peter spit out some blood and Fred could see he was trembling.

"You're shaking, I must be terrifying to you." Fred mentioned.

Peter chuckled, "Nah, I once fought a guy in a large black suit that literally tried to eat me. You aren't even on my top fifty scariest villains."

"Fine, but eventually you will succumb to your injuries, I will win this fight."

"Ha, the only thing you are winning is a broken arm!" Peter chuckled, "I'm gonna knock you out!"

 ** _Music Cue: Mama Said Knock You Out--LL Cool J_**

Peter was first to take initiative and rush forward leaving a slight after image. Fred's lenses widened as the sheer speed at which Peter moved was faster than what he had shown so far. Still dumbstruck and not paying attention, Fred is punched directly in his eye by Peter causing his lense to crack. Fred immediately went for a slice, but Peter shot webs behind him and slid underneath his legs just so he could hop up and kick Fred in the back of the head. _He caught me off balance._ Fred thought. Catching himself, Fred spun and kicked Peter in the gut, which Peter caught and used the momentum of the kick to spin and slam Fred onto his back. _What is going on? It's like he knows my attacks._

Peter kneeled on the ground because he did have to feel the force of the kick hit him where he was bleeding which made him cough up more blood. However, he got up smiled at Tarantula and told him something he thinks one of his heroes would say, "I can do this all day." That. That sentence felt like one of the biggest insults Fred has ever felt has been thrown at him, it seems so insignificant but held so much weight to the words. The fact that this kid believed that not only was Fred like any other fighter, but that he had the gall to bring it home by grinning at him.

"AGH!" Fred charged forward, at full speed ready to defeat Spider-Man once and for all. Spider-Man jumped up in the air, hoping to coax Fred into doing the same. "You're mine!" Fred shouted as he lunged upwards.

Peter, still smiling, put his arms back and shot weblines at the walls behind him so he could dash back, he then flipped to gain momentum and caught Fred in a massive web cocoon. _It was a trap!_ Fred thought as his eyes widened in realization. "Hey Tarantula, check this out. Ultimate Web...THROW!" Peter somersaulted three times in air with Fred in tow just before he was slammed to the ground with outstanding force, enough place him two feet in the concrete.

Fred slowly crawled out of the hole to see Peter waiting for him, "Fred. I will give you this last warning," Peter said as he began walking towards Fred, "please, see what your doing is wrong. I'm not the bad guy here. You don't have to be under their control, just listen to reason!" Fred gritted his teeth as he climbed out of the hole and stood mere feet away from Peter. "Please, there are people that care about you."

Fred's head began to flash to what memories that were trapped within his head somewhere. His saw blurry faces, he heard vaguely familiar voices, especially that girl's. Trying to shake it off, Fred released his blade one more time and went for a over head swing. "Fred!" Maria shouted, time seemed to slow down as her voice rang through his ears, "It's me! It's Maria! I want to let you know...that I love you! I didn't get to say it then because you didn't come back, but, Yes! Yes Fred, I will marry you!" tears streamed down Maria's face same with the rest of Fred's comrades because they truly know that if Maria can't get through to him, no one can. "We have a daughter Fred, her name is Naomi! She's beautiful, she has your eyes. Please come home, we all miss you."

Fred in seamless slow motion seemed to have a rush of memory, the faces became clearer and he could remember almost everything, he was more than a weapon, more than a soldier, his name is Frederick Mendez. And try as some may tell him, he is a human above anything else. "Maria..." Fred said quietly as a tear rolled down his cheek.

Speeding up time again, Peter chopped at the blade from its broad side and watched as it snapped off. Fred's eyes widened at the sight _, That was one of the strongest metals on Remnant._ was Fred's last thoughts of the battle before Peter finished him off with a massive combo, "Crawler. ASSAULT!" Peter finished with a judo throw that made Fred land directly on his back.

oOoOoOoOoOoOoOoOoOo

 **Fred's Mind**

Maria walked up behind Fred on the rooftop of Beacon Academy. Fred remembered this, it was his team's last year as students. "Hey," Maria called out, "What are you doing up here all alone?" she asked curiously as her hair flowed slightly in the wind, "It's kinda chilly ya' know."

Fred grunted, "I don't mind the cold." Maria rolled her eyes and giggled at her boyfriend, "What?"

"You. You've always been like this, ever since we first met. Seems like an eternity ago." Maria said as she stared off at the sunset.

"Yeah." Fred agreed.

"Man of many words, I see." Maria teased eliciting a chuckle from Fred, "Oh? A rare chuckle from the great leader Raku?"

"Ugh, you know I hate that name." Fred mentioned.

"Why did you enroll in that name then? Really, this has been a question that has bothered me for years."

"Because General Ironwood said it would be best if I hide my identity."

Maria rolled her eyes, "He's not your father Fred."

"What is that supposed to mean?" Fred asked almost irritated.

"It means, you are you. And YOU can make YOUR own decisions. Fred, you aren't one of his soldiers, especially that little miss priss Winter Schnee. He has as much control over you as you and I have over nature. Sure we can say thing, but in the end we can't control it."

"Pollution has risen four percent the last decade."

"That's not what I meant Fred. Listen, the point I'm making is that you have to be yourself and you shouldn't let them tell you who you're supposed to be." Maria said as she pecked Fred on the cheek. She then turned around and started to leave, "I'll see you back in the room 'kay?"

Fred sat there for some time with a stone expression, "I guess I just don't understand."

oOoOoOoOoOoOoOoOoOo

 **Present...**

Fred lied in the ground as Peter loomed over his body, "I understand now." Fred said as he slowly pulled off his mask and revealed a his face full of tears, and mouth full of blood, "I am myself. I decide my own destiny, not have it be predetermined by someone else."

Maria, against Uldren's wishes rushed to Fred's side, holding his hand and crying trying to form sentences, "F-F-Fred...Y-You are there right? I couldn't stand it if you didn't remember me." she sobbed.

"Maria," Fred said while caressing her cheek causing her to sob out tears of joy, "I finally get it now."

"Get what baby, what do you get?"

"I have to be myself, I shouldn't let Atlas tell me what to do. I should decide for myself."

Maria had a blank stare for a full minute before she realized what he was talking about and began to laugh, "I guess...better late than never huh?"

Fred looked at Peter whose body covered the sun giving him an angelic glow. "It's all thanks to you. You brought my allies here, you bested me and showed me I couldn't live pretending to be a carbon copy of you."

"Um, thanks?" Peter said while rubbing the back of his head.

"Tell me, are you an angel, a god? Someone of a higher being?"

Peter chuckled, "Nah dude," he then crouched down to where he and Fred were nearly face to face, Peter's body no longer siloeuted, "I'm just you're friendly neighborhood Spider-Man." Peter reached his hand down and helped Fred on his feet.

"Agh!" Fred collapsed to his knees, "Kid, hit me a little harder than I thought. You said you were seventeen?" Peter nodded as he and Maria lifted him up, "Damn...you are gonna be one of the good ones." Peter handed Fred off to Maria and Uldren and it was Hana that approached him.

"Thank you kid. You truly are amazing." she then kissed her thumb and wiped it across Peter's cheek. "So, where do we go?" Hana asked.

"We could go to Candi Graham, the head nurse, she has a healing semblance." Ruby mentioned.

"That girl from team ORNG (Orange)?" Uldren questioned.

"That's fine." Fred mentioned as he struggled to walk.

As the group walked towards the airship there was a sound of running and heavy panting, "WAIT!" everyone turned around to see one of the sexiest girls wearing a sports bra and compression shorts, "Frederick, what do you think you are doing?"

"Who the hell is this chick?" Peter asked.

Fred grunted as he lifted his hand and pointed at the woman, "That's the scientist behind stealing your blood, infusing it with mine and being the lead on trying to capture you for Atlas. She's the head scientist, Mimosas Vermilion."

"She's the head scientist?" Peter asked, Fred nodded in response, "But she's a chick."

At that moment all the females stared at Peter with piercing dagger eyes, "And what exactly is that supposed to mean? Peter." Pyrrha asked.

"Yeah, you make it sound like women can't be head scientists." Weiss added.

"No, no! That's not what I meant, I mean, it was just super surprising that she was the head scientist. Because she's...curvy?"

"Not a good save." Blake said.

"Who are you?" Mimosas asked pointing at Peter.

"I'm Spider-Man."

"Peter, no mask." Yang mentioned.

"Oh, son of a-"

"Enough!" Mimosas yelled, "I am sick and tired of 'men' who are so unintelligent they only see my bust! This is why I followed in my fathers footsteps, I wanted to show the world that I'm more than just a pretty body and that you don't have to be a man to make scientific progress."

"Wait, what?" Uldren asked.

"You did all of this because of some petty vendetta?" Fred added.

"My God, she's like a third wave feminist...except pretty." Peter added. **_Dude you can't have him say that!_** Eh. **_Eh?!_ _Damn, we are gonna get so much flak for this joke._** Nah, it's not like I'm PewDiePie or something, no reason for people to get pissed over a nobody.

"ENOUGH!" Mimosas pressed a device at the center of her chest and a suit began to form from it, "Finally, you will bow before-"

"Taser Web." Peter said nonchalantly as he shot out the taser and caused the device to go haywire and short circuit.

"Wha-Huh?!"

"You shouldn't keep you're weak spots exposed. It was a dead give away." Peter mentioned giving the piece sign.

 _An intellectual rival? And a male no less?_ Mimosas thought, _What is this feeling, is this...arousal?_ "Wait," Mimosas called out causing the others turn around, "are you a scientist as well?"

"Yeah, IQ of 250."

Mimosas had hearts in her eyes, "My rival."

"What?"

"You are the perfect specimen, strength and brains. I want some of your DNA. I want to make more!"

Peter began backing up with a scared expression, "Uh, no, I've done the whole 'clone' thing, it's really confusing and people hated me fore a couple of weeks."

"Then what if you're DNA was...inside me?" Mimosas was more than uncomfortably close making Peter retreat behind Hana for protection. Yang was being held back by Blake and Weiss. "You don't understand, give me your DNA, for science."

 ** _That's it. We're stepping in._** "Best friend to the rescue!" Deadpool, running seemingly out of nowhere shouted as he approached Mimosas, "Beeeeee-gooooone. THOT!" Deadpool shouted as he launched a massive right hook, knocking her out immediately.

"Huh." Yang grunted, "Sure showed her."

"Easiest boss battle, ever." Ruby added.

"This is like the first time I fought Mysterio in that convenience store." Peter mentioned, coming out of hiding, "We should probably take her for questioning." the others didn't like it, but they begrudgingly agreed.

oOoOoOoOoOoOoOoOoOo

 **Beacon Academy: Nurses Office**

Fred lied on the operating table as Candi healed his wounds, "He punished you pretty badly huh?" Candi joked.

"Kid's got a hell of a throw." Fred chuckled slightly, "It was so weird, it was like...if he was backed into a corner, he'd somehow find his way out of it. There was no giving up with him."

"Yes, I seem to know that all too well." Candi mentioned.

Through the doors came three adults, Ozpin, Goodwitch and Ironwood. "What is the meaning of this Ozpin?" Ironwood asked, "Oh." he saw Frederick lying on the table with his teammates looking quite angry...oh, and his lead scientist for the RD was webbed up and in a chair.

"James," Ozpin began, "I'd like to introduce you to my students. Who haven't broken any laws whatsoever, and there is no proof otherwise." Ozpin then pointed to JNPR, and RWBYS with Peter in his Spider-Man outfit.

"Ah, yes and one of them is 'The Great danger to our society' as I believe you once described him, Spider-Man." Ozpin said as he pointed towards Peter.

"You know, I'd be mad, but it's my fault I wasn't wearing my mask on this one. My bad guys." Peter joked, "Hey, be-tee-dubs," Peter points at Fred, "That's Frederic Mendez, he was created to be a super soldier by one of your old programs. He was out on a mission and went MIA, thought to be dead. Turns out, he wasn't and rested in cryogenic sleep for five years." Ironwood gulped as this all looked really bad, "These are his teammates...they're pissed." as they were. "Also, you need to get a handle on this chick! Seriously, I'm starting to think she is some masochist weirdo!"

"Our children would be superior!" Mimosas yelled out.

"Shut up!" Peter shouted as he webbed her mouth shut.

"Well James," Glynda said with a smirk, "how are you going to get out of this one?"

"He's not Glynda!" Maria yelled in frustration. Maria then walked up to Ironwood and smacked him across the face, "You knew he was alive! You knew. Why didn't you tell us!"

"Maria, relax." Fred said as he slowly got up.

"But-"

"No." Fred said as he walked up to Ironwood, "You will make up for all of this won't you...sir?" Fred asked sternly.

"Well I-" Ironwood wasn't sure how to respond.

"Yes. You will. Here's how. You will erase everything about the super soldier program. You will torch that lab of Vermilion's,"

"HMMM?!" Mimosas muffled.

"You will make amends for attacking one of Beacon's best students, and you will stop harassing him as well. He only does good deeds."

"Will that be all?" Ironwood asked, his composure somewhat regained.

"No. I will no longer listen to you, my name is Frederick Mendez and I will live my own life."

Hana, Maria, Uldren, Ozpin and Glynda all smiled as Frederick took his stand and finally found himself. "It shall be done. I will remedy this situation."

"MMHM!" Mimosas continued to complain.

"Whew, glad that's over. I'm gonna go sleep...forever!" Peter groaned before leaping out the window.

"That kid is something else." Hana said.

"It's like I said, he truly is Amazing." Yang mentioned with a smile.

 **To be continued...next time.**

 **A/N: Woo! New chapter baby and a finale to the Tarantula arc! The dance is coming up, which means I'm like 3/4 through volume 2.**

 **I think I should be getting a car soon, it is practically brand new. Love it!**

 **Playoffs for football start this saturday, which means Super Bowl is coming up.**

 **I think I'm gonna start streaming within the week, it will be Fridays and Saturdays from 10pm-whenever Pacific Time. Although if I decide to do solo streams it may be earlier or on Sundays. IDK. Look if you have twitter follow me on twitter handle will be in my profile from now on, same with my twitch.**

 **Until next time guys.**


	40. Dance Dance Part 1

**Dance Dance** : **Part 1**

After the fight against Frederick, Peter went to his dorm room and slept...hibernated is more of the correct term in this case. Peter woke up after a solid nineteen hours of sleep. A little groggy, Peter literally rolled out of bed, "Bro..." Peter said blinking his eyes a few times.

"Woah, look who finally woke up." Weiss pointed out, "Not to worry I have gotten all the homework that you missed from today and set it on the desk. Good luck getting through it." Weiss added the last part with a smug smile.

"Oh c'mon," Yang interjected, "Peter doesn't have time for homework, we gotta talk about our plans for the dance. Right Pete?"

"Hm...dance...yeah." Peter rubbed his eyes, it seems he wasn't fully awake yet, "Dance? Wait...what dance?"

Yang rolled her eyes, "The school dance that's coming up? You totally said you'd go with me."

Peter sat in contemplation rubbing the crud out of his eyes, "What? I don't remember promising anyone to go to the dance...I don't even remember a dance coming up." Yang sat with a pout while Weiss smirked in amusement. "How long have I been out?"

"Almost a whole day," Weiss responded, "and before you do anything else, you need to shower! You stink!"

"Understandable, thanks." Peter replied as he limped to the bathroom.

"Hey, Weiss?" Yang asked.

"What's up?"

"Does Peter look...bigger?" Yang asked sheepishly darting her eyes back and forth.

"What do you mean?" Weiss asked in a somewhat annoyed tone, "Like, does he look like he put on weight?"

"No like, has he started gaining muscle? He looks less stringy than usual."

Weiss tapped her chin in thought, "Actually, now that I think about it...Yeah! His arms look bigger, huh?"

"I wasn't looking at his arms." Yang said with a smile, "I mean, did you see his abs? Tone. If he were to work out, they would be as impressive as Sun's!" the two looked at each other and snickered. "But seriously, he looks like he's gotten stronger since he's been with us. Perhaps my workout regimen was just the thing he needed." she ssid with a huge grin.

Peter walked out of the bathroom after his shower whistling "Don't Stop Me Now" be Queen. "I haven't been this refreshed in ages!" he announced by stretching and popping his back a few times, "I mean, I feel like I could take on the Incredible Hulk! Not literally, but, metaphorically." he ended with a slight grin. Peter looked at the time on the clock and frowned slightly, "Love to stay and chat, but duty calls. I'll catch you girls around, yeah?" Peter gave a two finger salute and pressed the center of his chest transforming his suit back into it's normal form. He then jumped out the window and began swinging towards town, _White spider was cool and all...but, I think I'll stick with the classics._ Peter thought with a smirk.

oOoOoOoOoOoOoOoOo

 _Wow, this is great!_ Peter thought, _With so much rest I have more than enough energy to go all night...I can't of course, but I could!_ While swinging, Peter noticed the city was unusually quiet, not a purse snatcher in sight. Hell, even the more intense ones aren't doing anything. _Perhaps it makes more sense than I'm thinking it would._ Spidey landed on the side of a building and cupped his chin with his thumb and index finger, _I mean, Roman recently was just out here and lost his Metal Gear. That was almost a week ago. During that same time the military shows up with Knights being demonstrated and then they whole mess with Frederick. Maybe it's just a bad time for villains to be out and about?_ he thought as he continued swinging. _Problem is though. The problem is though, half of the Six is still out there. Ock, Scorpion, and the Lizard. That's a dangerous trio. Arguably the strongest of the group._

"SPIDEY!" a voice called out breaking Peter from his thoughts. Looking down to a building Peter saw Deadpool with a bunch of boxes tied with bows.

"Wade? What's going on...and what's with the boxes?" Peter asked.

"Hm? Oh these? These are gifts for your girlfriends. Yeah, that book shop closed down a while back and I've been sitting on these since so like...you know? Could you get them off my back?" Wade asked.

"Not really." Peter turned toto leave before Deadpool grabbed his wrist.

"Please! I have no room for these things and they're getting in the way, I keep ramming my shit against these damn boxes." Spidey made a motion with his lenses that made it look like he rolled his eyes.

"Fine. But you have to help me carry them."

Deadpool fistpumped in celebration, "Yes! Finally!"

The two just about made it back to the airship when Deadpool asked something, "Hey don't you have a dance or something soon?"

"Yeah...how did you-"

"I've seen the series before remember. Besides, it's based off anime. There is bound to be a dance scene, a beach scene or awkward walk in scene." _Geez, you're telling me_. Peter thought. "Fair warning, I don't exactly remember what books are in here so just...go through it I guess?"

Peter chuckled, "Well, as long as Ruby doesn't get the smut it should all be fine." the two shared a quick laugh, "No, seriously, keep the dirty stuff away from her. She's too pure for this world and I don't want her to be sullied by something like porn."

"What are you her dad?"

"No! I'm like...an older brother or something."

"I didn't know you had an Oni-Chan kink." Wade smiled.

"Shut up! Not like that, please not like that."

"Well, no worries, I wouldn't give her something like that. I will, however, give her these vast amount of issues of historical weapons. They used to have M1911s on Remnant! Isn't that crazy? To think they 'upgraded' when they already had a reliable pistol. If it ain't broke, don't fix it. Ya' know?"

"Yeah, that's pretty much my idea when it comes to my web shooters. It works fine now, why should I add something later? Like, what I have now are just Remnant versions of previous upgrades I used to have."

"It's kinda weird talking weapons with you." Deadpool mentioned with a chuckle.

"Yeah, I'm not like you or Ruby...but I can see why you guys care about your weapons so much. I kind of get it, they're extensions of yourself. Mine let me swing from building to building, Ruby's let her slice up grimm, and yours let you cut off Luke's arm at the end of Empire."

"Oh, that's funny, I was gonna say like Maul in Phantom Menace or Anakin in Revenge of the Sith." the two shared a laugh before eventually parting ways at Peter's dorm.

Peter opened the door and walked the many boxes inside while his teammates just stared at him in confusion. "So," Yang started, "any reason for the boxes?"

"Yeah, they're for Blake to play in." Peter said in a sarcastic tone, "They're a bunch of books that Wade gave me, so I was just gonna go through them and if you girls wanted any, just come and grab some."

oOoOoOoOoOoOoOoOo

 **Deadpool**

Deadpool got a call in his scroll and looking at caller ID he saw it was Roman, "Ro-ho-ho-man!" he greeted, "What is UP, my dude?"

 _"Deadpool, get over to Junior's Bar immediately! Apparently our Scorpion friend thinks he can just walk around like we aren't wanted criminals right now."_ Roman commanded.

"Scorpion? Is that all?" Deadpool hung up and made his way to Junior's Club. "Seriously, why worry about a villain like Scorpion?" Deadpool asked. Walking into the club he saw it was a mess...again, and both Junior's men and the White Fang were trying to take the Scorpion down. "Woah, this is an all out bar fight!" Wade looked to his right and grabbed a stool and threw it at one of Junior's men.

"Wilson?" Scorpion asked as he blocked a sword with his tail, "What the hell are you doing here? Roman send you too?"

"Nah, I was just around, was hoping for a drink. You?"

"Yeah, I was hoping for a drink too!" Scorpion paused to punch the lights out of one of the White Fang members, "But apparently, going out passed curfew is against Roman's rules and he sicked the muts after me!"

There was a record scratch and everybody stopped what they were doing while Wade stared at Scorpion, "Woah! Racist." after that the music continued along with Scorpion completely... _ahem_...bodying these absolute fools. _**Trying too hard, take it back.**_ My bad. "Okay, sorry guys, KNEE SHOT!" Deadpool ripped the metal legs off the bar stools and began to slam them against the side of the White Fang members's knees.

"OW!" one of the members fell to the ground and clutched his knee, rocking back and forth seething in pain, "* _Deep inhale*_ Ahhh. _*Deep inhale*_ Ahhh."

 _ **Was that...was that a Family Guy reference?**_ "I mean, that is one of the funnier jokes." Deadpool ducked a sword slash and slammed the metal rod into the attackers balls, making him collapse with loss of breath and puking. Scorpion on the other side took a sword slash across his chest, which did less damage than the attacker thought, Scorpion smiled and used stabbed the attacker with his tail and threw him across the room, "Did you just kill that guy?" Deadpool asked. Scorpion shrugged his shoulders and continued on in the fight, "This guy's alright." Deadpool ducked another slash from a different assailant and went to slam him in the nuts with the bar, but after seeing no reaction he looked up to see the assailant was a woman, "Oh, you're a chick...Well, I can do something else to make you feel pain."

"What, are you gonna shove the rod up my bum?" the girl asked with a British accent.

"Yeah."

"What? You wouldn't actually do that right? I mean, I'm a girl!"

"Lady, I've shoved a sword up a guy's ass and had it go out his mouth, I guarentee you that I will do the same thing to you with this rod." _**Hehe...you said "Rod".**_

The girl looked at Deadpool, then at Scorpion and then at her White Fang brethren. "Screw this!" she shouted making the others stop, "Nuh-uh. Not doing this." she removed her mask and took off her White Fang patch, "You guys can do this, but me? I'm. Out. Screw you, screw you, screw you, call me later, screw you. I'm done. I'll go back to my job at the soup kitchen." she then walked out of the club to go home.

 _ **Did that really work? That never works.**_ "Yeah, that's worked one other time and that's because the chick had daddy issues." _**Let's not talk about that, this is a rated teen fic.**_ "Hey, Scorpion, let's dip!" Scorpion looked back and nodded.

"Let this be a message that I don't take orders from no Clockwork Orange looking goon!" Scorpion said menacingly as he and Deadpool leave. "That damned Torchwick!" Scorpion cursed, "Sicking the hounds on me when I'm just going for a walk!"

"There it is again, are you secretly a racist?" Deadpool asked.

"I ain't a racist! I just don't like things that are...not exactly human. Like mutants, or these...faunus or whatever the hell their called."

"Okay, so you're a xenophobe." _**Still technically a racist. Mutants and Faunus are races.**_ "Well anyway, why so heated at Roman?"

"Ugh, that jackass keeps threatening me saying he's the only one who can get us back to Earth, saying he will make sure I don't see Marie." Scorpion clenched his fists in anger, "If he thinks he can threaten my girl and my future child, he has another thing coming!"

"Woah, relax. Right now we don't have much choice. Remember, we need Doc to make the portal, and we can only do that if he gets the stuff from Torchie."

"Oh, shut it Wade! At least you're living the good life! You get a booty call every other day, while my future baby mama is in a whole other world!" Scorpion then stomped off in anger. _**This seems like it would end badly.**_

oOoOoOoOoOoOoOoOo

 **Next Day, Beacon...**

Peter woke up late again today, and the worst part is they girls didn't even try to wait for him! "This figures, of course they would totally ditch me. I mean what have I done to them?" Peter then thought of him suplexing Yang, pushing Blake off the roof, and teasing Weiss to no end. "Well, Ruby could have at least stayed behind." Peter walked to the bathroom to see the girls's things were all over the sink, "Geez, it looks like the girls just had the Second Great War in the bathroom." he commented, "I mean, look at this! Makeup on the floor, toothpaste covering the sink, Blake's brush is full of her hair...and Yang's...apparently she lost hers." Peter turned around and saw Yang's brush resting on top of the door frame perfectly upright. He had to give a slight chuckle, "Okay, Yang must have made Ruby mad, but that's hilarious." Peter opened the shower and nearly screamed at how dirty it was. Hair clogging the drain, soap on the ground, face wash broken open, body wash covering the walls, and what Peter really hoped was lipstick on the liner of the shower curtain. "Why was I paired with girls? At first it seemed cool, but slowly got more and more awkward, but this?" he gestured to the walls, "This is a crime scene! There is toothpaste working as a human outline for Chirst's sake!" sighing, Peter decided to just deal with it and get ready for the day.

Now, extraordinarily late, Peter ran to his second class, which was Natural and Dust Chemistry, "Is it really Thursday already? I was really out." About halfway to his class Peter was stopped by a gruff voice.

"Hey, Parker, hold up!" Turning around Peter saw Frederick and Maria walking towards him.

"Well, well. If it isn't my fifth arch nemesis that has similar powers to mine." Peter said with a smile and his arms crossed.

"There are four others you know of with powers like yours?" Maria asked with a cocked eyebrow.

"It's a long story." Peter replied rubbing the back of his head, "What do you guys need from me?"

"Well," Fred started before reaching out his hand for a handshake, "I wanted to thank you again, for what you did. Without your help...well, I probably would still be lost."

"Yeah, and without me you wouldn't have my powers either." Peter replied.

"That doesn't matter, what does matter is because of you and your friends...I was able to return, I have a family again and I have you to thank for that. So, thank you." Peter smiled and shook Fred's hand, "Oh, Parker," Fred reached behind him and grabbed the hand of a little girl, she had eye's like Fred, but all of her features screamed Maria, "This is my daughter...Naomi. I get to see her now because of you."

"Go on Naomi, say hello to the nice student." Maria goaded.

"H-Hello." Naomi said quietly. _Oof!_ Peter thought, internally he reacted as if he had just been shot in the heart, _She is absolutely precious! I must protect this young child with every fiber of my being!_ "A-Are you the man who brought me my daddy?" she asked.

Peter gulped slightly, "I just showed him the way."

Naomi than ran up to Peter and hugged his leg, "Thank you sir for saving my daddy." Peter looked at the girl and realized she didn't have to live a life like his, she'll know her parents. If there were any memories he would wish to keep when he's old, it'd be memories like this.

Peter patted Naomi's head and smiled, "I'm glad I could help."

"Hey, don't you have class?" Maria asked with a smug grin.

"Oh no!" Peter handed Naomi to Maria and ran towards his class, "Cute kid! Seeyalater!"

"Did you tell him you're his classes new hand to hand instructor?" Maria asked Fred.

"No, did you?" both smiled, "Well, too bad for him he'll be my demonstration."

 _Okay, to_ _class!_ Peter thought enthusiastically, _I'm pretty pumped! I mean, nothing says comfort like doing some light hearted chemistry!_

oOoOoOoOoOoOoOoOo

"Welcome class!" a voice shouted, _No._ Peter thought in horror, "I'm your new Chemistry Professor," _No._ "Ms. Mimosas Vermilion!" Mimosas smiled and stood proudly as a light chemical mixture exploded acting as pyrotechnics. She looked off to her left and saw Peter hiding his face.

"Holy crap, holy crap! What the hell is she doing here!" Peter whisper yelled.

"How should we know?" Weiss replied while her and the other girls twitched slightly.

"MR. PARKER!"

"AGH!" Peter recoiled in his seat to Mimosas slamming her hands against his table and yelling. She had a gigantic grin on her face and he noticed she was slowly unbuttoning her shirt.

"Um, is this really allowed?" Pyrrha asked, trying to save Peter.

"Relax, I'm only nineteen." Mimosas responded causing the other boys in the class to 'ah' in amusement.

"Do you have a date for the dance, babe?" a male voice called out.

"Yeah, not you!" Mimosas replied the class groaned at the shade thrown at the poor student.

Class went on as normal after that. Peter was sadly the teachers pet for the day, helping demonstrate all the chemical reactions and even helping with some basic Dust combinations. Peter also felt awkward the whole time because when he wasn't helping out he was being constantly watched with Mimosas breaking all sorts of boundaries, nothing was more awkward to Peter, and angering to the girls and a few boys, then Mimosas resting her bust on Peter's shoulder as he worked.

RWBYS and JNPR walked together to Goodwitch's class. On the way there Yang noticed Peter was shaking, "Hey Pete, you okay?"

"I don't like chemistry anymore." Peter said his voice slightly shakey, "I can handle Black Cat...but this girl...this girl is on a whole new level. I don't like it, it's really uncomfortable."

Yang looked at the other girls and back to Peter, "Don't worry Pete, if she messes with you, I'll kick her butt!"

"No, I can do it myself. I just don't want to because she's a girl." Peter replied.

oOoOoOoOoOoOoOoOo

Getting into Glynda's class, RWBYS and JNPR noticed that there was someone standing at the front of the stage. "Come in, come in." the voice called. _Oh, come on!_ Peter thought. "I'm Professor Frederick Mendez. My superiors-" Fred stopped himself, " _Ahem--_ er...You're headmaster, and my former headmaster, Ozpin, has asked me to help out with you kids. He says you're all quite talented, but you lack something very key to surviving as Huntsman...Hand-to-hand combat training. Which is why, from here on out, the first half of Goodwitch's class will also be my class. You will learn basic CQC and will be using it on others. My squadmates, my wife and her cousin and his wife, will also be assiassisting. I believe you all had met before once, no?" Maria, holding Naomi, Uldren and Hana came out and waved to the crowd. "Well, let's start off by seeing where you all are at currently. Mr. Parker!" _Son of a-_ "Come on down. I'll be you're opponent." Peter walked on down and stood face to face with Fred, "Relax kid, this isn't gonna be a real fight. You are going to be my demonstration. Now get in a fighter's stance." Peter nodded and complied. "Good, you see that he has chosen a boxers stance. That's pretty common, not because more people know boxing but because people don't know how to fight, so they go with the most comfortable thing." the rest of the class went smoothly and the students felt as if they had a better understanding on what to do when they don't have their weapon.

Glynda walked through the doors down to the main stage, "Team CRDL, Miss Nikos, get ready and come down to the stage."

"Is Pyrrha doing a 1v4?" Peter asked.

"If we film it, we could sell it!" Yang exclaimed, "One girl smashes four virgin losers." Peter had to hold back his laughter from that one.

"Hopefully she'll be okay." Jaune mentioned.

"C'mon Jaune," Nora exclaimed shrugging herher shoulders, "This is Pyrrha we're talking about. She'll be fiiiiine."

Pyrrha walked out of the locker room to Team CRDL waiting for her. Cardin rested his mace on his shoulder and smirked at the girl, _Four of us, just her. Piece of cake._ "What's your take, Pete?" Ruby asked.

"They're screwed." Peter replied causing his leader to chuckle.

"Begin!" Glynda yelled out. The fight began simple with Dove and Sky moving forward, a simple two on one. Well, that simple two on one was completely one sided to the singular. Pyrrha was quick to immobilize Dove quickly with a jab to the gut and parried Sky with Miló and slammed him in the face with Akoûo. She followed up with throwing Akoûo at Dove when he recovered and used Miló's javelin form as a staff to trip him up.

"A wise man once said, 'I'm not trapped in here with you, you're trapped in here with me.'" Peter said as he watched the absolute butt kicking Pyrrha gave CRDL. It was practically effortless. There were few standard humans that scared Peter, one was the Punisher, the other was Aunt May when he made her angry. Pyrrha is essentially peak human performance for her age. She is, out of all the students there, the one who is most ready. He wouldn't be surprised of she took the festival. _I mean, I was gonna throw it anyways. Wouldn't be fair._

"Who said that Peter?" Yang asked, "Sounds dangerous. One of your super powered allies tell you that once or something?"

"No. It was a line in a movie about super heroes. He was a character called Rorschach. He's from DC comics, the writer was Frank Miller, best known for Sin City in Dark Horse."

"You read comics? What are you, five?" Weiss asked.

"You making fun of me for reading things I enjoy is pretty petty Weiss, I don't make fun of you for all the clothes you buy." Peter replied, "I mean, everyday I could make fun of you for wearing white AFTER Labor Day, but I don't. So, zip." Weiss growled in anger while Yang and Ruby snickered in amusement. The group looked back to the fight to see Pyrrha slam Cardin into the ground, "RKO!" Peter shouted standing up from his seat, "Sorry, got a little excited at that one. My bad."

"Well, it seems Ms. Nikos is the winner. We still have a little time, how about another match. Anyone? Ms. Belladonna, how about you?" Glynda asked.

"Huh?" Blake responded coming out of a half-sleep.

"Yes, it seems you haven't been participating these last few weeks. Or...Mr. Parker?"

"Uh...can I have a rain check? I kinda got hit by a truck the other day." off in the corner Fred grinned as his teammates chuckled.

"I'll do it." a voice called. RWBYS turned around to see a silver haired boy with his hands raised, "I'll do it on the occasion that I fight her." he said pointing at Pyrrha.

"Ah, yes, Mercury Black was it?" Glynda asked, "I'm sorry, but Ms. Nikos just finished a fight, I advise you pick someone else."

"No! It's fine, really." Pyrrha replied. Glynda sighed and waved Mercury down to the stage.

"Hey, Pete," Yang whispered, "You and that guy have almost the same voice. I thought it was you at first."

"Alright, let's get this started." Mercury said as he stretched out his legs.

"Really? I don't hear it." Peter replied with a confused face. _Not the first time someone said this, Deadpool once said I sounded like young Neil Patrick Harris or that time he said I sounded like Drake Bell._ _Told him that was like me saying he sounded like Steve Blum...he just replied with 'Yes'. What is that supposed to mean?_

Back to the fight, Pyrrha had just dodged an attack. To the untrained eye it looked like Pyrrha was out there with Spider Sense, to Peter, and even Fred noticed that Pyrrha used her polarity semblance to move the foot slightly. Mercury regained his footing and then...nothing, "I give." he said just before Pyrrha sliced him.

"What?" Pyrrha asked, "You're just...giving up?"

"Guess you're too good." Mercury shrugged and walked off the stage. _That's weird._ Peter thought. _It's as if he just wanted to see her semblance in action._ Peter rubbed his chin and contemplated.

"That was lame." Yang huffed resting her head in her hand.

Glynda sighed and pushed up her glasses, "Remember students, this weekend is the dance, but come Monday you all start your first official missions where you will shadow a professional huntsman. Be safe. And please, make good decisions, that goes double for you Mr. Parker!"

"What the heck? What have I done!?"

oOoOoOoOoOoOoOoOo

The group, now done with classes, decided to go back to the dorm. Peter walked with slumped shoulders and a tired expression, "Man, this is so bogus. Why was I the demonstration for everything?"

"Don't feel bad Pete, you're like three steps ahead of most other students." Ruby mentioned, "I mean, you've been training with Yang, Blake, Pyrrha, and even Hana gave you pointers. You're fighting is top notch! Now if only you could do some cool web combos." Ruby's eyes had stars in them as she thought of the idea of Peter using his webs for more than a grab or leverage.

"I mean, I've made a hammer with my webs before." Peter mumbled under his breath.

"What! You could make weapons this whole time! Why didn't you tell us?!" Ruby waved her hands wildly while she was up in Peter's face.

Peter simply grabbed Ruby by her face and moved her away, "It wastes a lot of web fluid...like, A LOT. It's pretty impractical anyways. I'll stick to my web shield at most."

"Blake!" a voice called. Turning around the group saw it was Sun Wukong, "Hey, Blake, wait up."

Blake sighed and turned to the monkey faunus, "What is it, Sun?"

"I heard you guys did some cool fighting stuff, you should've invited me." Sun smiled as he pointed to his chest.

"Is that all?" Blake turned to walk away, but Sun barely stopped her.

"Wait, wait, wait! I mean, um..." Sun rubbed the back of his head trying to pick his words carefully, "look, there's this...dance this weekend. It sounds kinda boring, but you and me? Maybe not as boring, yeah?"

Blake stared at Sun with her tired expression and squinted in annoyance, "Is that really what you're thinking about?" _Ouch, way to shoot the guy down._ Peter thought, "I don't have time for stupid things like that, I'm busy." Blake turned around and stomped back to her dorm in anger. The group turned to Sun and he sighed in disappointment and kicked a rock before walking off with Neptune.

"We should talk to her." Weiss mentioned.

oOoOoOoOoOoOoOoOo

"You want me to what?!" Blake asked in astonishment. The girls all sat on the bottom bunked beds, while Peter was crouched on the dresser.

"We just want you to come to the dance on Sunday." Ruby said in a calm tone. _Hopefully being calm will calm Blake down._ Peter thought.

"I think you know I can't do that." Blake responded with a huff, "Torchwick is still out there, we can't be sitting around acting like kids!"

"Well, we are kids. We're still in school, we can't do everything." Weiss argued, "Moderation. You need to relax. Have some fun for a night. This investigating...you're losing sleep, being unsociable, and quite frankly you're grades are slipping."

"You think I care about grades? Torchwick is out there doing who knows what and we don't know anything!"

"That's not true," Peter chimed in, "Thanks to you we know that Torchwick is somehow getting a lot of military gear, Weiss pulled up some stuff from the Schnee servers and found that Vale has the highest percentage of Dust robberies so we know they must be nearby. I have my own informants and there was talk that the Scorpion was seen down at Juniors Bar recently. So I have that."

"But none of that brings us closer! We still don't know everything!" Blake argued.

"We're not saying stop, just one day of fun, okay?" Yang said as she patted Blake's shoulder, "Besides, with us setting it up, it'll be off the hook!"

"What?"

"Team CFVY's mission is going on longer than expected, and since they have such a great relationship with Peter, they asked our team to set it up in our absence." Weiss chimed in.

"That's not what I heard," Yang mentioned with a laugh, "I heard Peter asked her something and made her miss some sale a couple weeks back...so she decided that he owed her one."

"That's fabricated. Fake news." Peter defended.

"Whatever." Blake stood up to leave before Peter jumped off the dresser and grabbed her wrist.

"Listen," Peter started his face looking serious, "I know how you feel, really I do. But this," he gestured to Blake's eyes, "you're running on fumes. You need to take a break. Recharge your batteries and get back into it."

"Look who's talking!" Blake yelled, "Mr. 'Stay up for three days straight'. You're such a hypocrite."

Peter sighed and looked at the beds, "You know what the difference is?" Peter walked to where Yang was sitting and lifted the two beds effortlessly with one hand till they touched the ceiling, "I'm a meta-human! I have super human strength and stamina. I keep going because I can. Whether you like it or not Blake, you aren't some super hero. You don't have powers like me. I can stay up for days without eating because I have the energy. You will burn out and start hurting yourself. You need to stop."

Blake stared at Peter and frowned, "I can't believe you. I thought you of all people would be on my side." Blake then stormed out of the room leaving the others.

Peter sighed when he couldn't get through to her. _Wonder if she knows that I can do this in my own. She deserves to have fun._

 **To be continued...**

 **A/N: Wow, okay long time coming. First installment of continuation of Volume 2. We are almost there boys (or girls, no judgement). I can't wait, I'm excited to get to Volume 3 already. I have this awesome idea for when Peter meets Winter...okay, I'll wait, but seriously, I think it's gonna be fun! Also that means we're almost at the end of this story...sad I know.**

 **Man, feels good doing this story again. Kinda weird because I haven't written 'Pyrrha' on my phone in awhile and I honestly thought I was spelling it wrong. I mean, it doesn't help that I spelled it wrong for the first like, 15 chapters.**

 **But yeah, had to break up this into multiple parts because I completely forgot the mentioning of the dance and the dance itself took 3 episodes. So this will be a two parter, an Epilogue for the last arc as well as an introduction to the dance episode. May not write for a few weeks though. Not a hiatus I swear, I just have a book report due in like a week and it has to be a 7 page paper, not groovy. But I'm writing in between classes again so that means I'm getting at least an hour of work done while at school, so not that bad. Okay. I'll see you guys later. Hopefully I can crack out like two more chapters for this story by the end of March. Seriously, My Ben Reilly fic is halfway and it's been** **a little over a year. This is almost 2/3 done and it's been...JESUS, NEARLY TWO YEARS?!** **Damn, time flys.** **Okay...um...On the two year anniversary of the fic I'll release something, a special What If. Good? Good. I'll see you guys...hopefully in like 3 weeks.**

 **Oh, and in case any of you missed that joke about voices, Spider-Man has been portrayed by Drake Bell in Ultimate Spider-Man and Neil Patrick Harris in that early 2000s animated series, you know, the CG one that only had 1 season? It was pretty good, wish they continued it. Also, Steve Blum played Deadpool in X-Men Origins: Wolverine video game adaptation (great game BTW). Funnily enough Steve Blum then turns around and plays Wolverine in the Deadpool game, so it's kinda full circle.**


	41. Dance Dance Pt 2

**Dance Dance: Part 2**

"We can't be too down guys," Yang announced, "even though Blake is taking a break, that doesn't mean we can't set up the greatest party of all time!"

"Yeah!" Weiss and Ruby shouted. "Wait," Ruby stopped and rubbed her head sheepishly, "I have never been to a party with friends before."

Weiss tapped her chin in thought, "You know, I've been to hundreds of parties...but none with friends."

"I've never been to a party." Peter mentioned quietly.

"Well that doesn't mean-" Yang stopped mid sentence as her mind processed what Peter had just said, "That doesn't mean we can't make the best party ever! And Peter, we'll need your help setting things up."

"Of course you would."

"By the way, do you know of a good DJ?" Yang asked.

Peter stared blankly for a few minutes before exhaling a very exasperated sigh, "Yeah, I think I know a guy. I'll give you his number...just...he's kinda weird." Peter said while rubbing the back of his head.

"Perfect!" Yang fist pumped with excitement, "Let's go down to the ball room and begin set up."

Weiss was the first to get up and walk to the door. Upon opening it she was faced with Jaune holding a guitar, "Weiss!" Jaune sung as he strummed the guitar. "Oh, Weiss Schnee...will you accompany me, to the dance on..." Jaune paused in thought, "Sunday!"

"No." Weiss said coldly before closing the door in his face. Peter tried his best to hold in a snicker.

"Weiss, come on." Jaune whined from behind the door, "I promise I won't use the guitar." Weiss sighed and opened the door again to Jaune who strummed the guitar, "I lied!" again Weiss slammed the door on Jaune, "Aw, man."

"And that's why you're the Ice Queen." Yang pointed out.

"Quiet you!" Weiss retorted, "My whole life, people have approached me based on my name, why would I give people like that the time of day?"

"You don't know he wants you for your money," Peter pointed out, "he could want you based solely on your good looks which, admittedly, is just as shallow, but it isn't for your money." Weiss rolled her eyes at her male teammate. "Whatever, doesn't change that--You're cold as Ice! You'te willing to sacrifice your love!" Peter sang before leaving.

"Shut up Peter, what do you know about love?" Weiss shouted, "You have a girl who throws herself at you and you don't do anything about it." she mumbled.

"Ah, it's okay Weiss, I'm sure he'll notice eventually." Yang consoled.

"I was referring to you." Weiss added, "Seriously, when it comes to feelings for Peter you're the only one that seemed to keep pursuing, even when he seemed disinterested. I simply gave up. Blake hasn't made a move and Ruby..." Weiss and Yang looked at Ruby messing with a spare pair of Peter's Web Shooters and watched as the web cartridge exploded over her body, "is...Ruby." Weiss smiled. Yang was somewhat speechless, was she really the only one trying? She would tease him sometimes, but how often was it teasing and how much was genuine flirtation? _Didn't Hana mention something like that to me?_ Yang thought. "Hey, let's go." Weiss called out, "If we leave Peter to it...who knows what the ballroom will look like."

oOoOoOoOoOoOoOoOo

Jaune walked into his dorm, distraught after being rejected, essentially twice. "Hello Jaune." Pyrrha called, "Is everything alright?"

"Well, it's..." Jaune sighed, "Pyrrha, can we go train, I think I need to clear my head."

"Oh," the request threw Pyrrha for a loop, "you're asking to go train? But we usually do that later."

"I just...look, if I asked Peter what he did to clear his head he'd say something like 'fight bad guys' or 'go for a swing' I can't do that. And when I'm training with you I...well I just feel at ease, you know?"

Pyrrha gave a gleeful smile, "I know exactly what you mean." the two left for the rooftop. Upon getting to their training grounds they saw Peter resting on the ledge, "Hello, Peter." Pyrrha greeted.

"Hey, what's up?" Peter called back.

"What are you doing up here?" Jaune asked, "Aren't you helping your team set up the dance or something?"

"I am, but Weiss and Yang are already arguing. I didn't want to be there when armageddon came, so I went for a stroll." Peter laughed, "Though I guess that puts me in the middle of your guys's training grounds, huh? I'll head out. I'm sure that if I'm not back soon both the girls will be mad at me." Peter stood up and held his arms out to the side before falling forward and eagle diving off the ledge.

"He's a strange one." Pyrrha mentioned.

"Yeah, but you have to admit he's pretty cool." Jaune added causing Pyrrha to giggle, "Okay. I'm ready." Jaune pulled at his sword as Pyrrha did the same and the two begun to clash. Pyrrha sliced downward and Jaune blocked with his sword and pushed Pyrrha back making her slide across the ground. _Technically, he isn't refined, but physically?_ Pyrrha mused, _He has more than enough potential. Especially if he was able to push me so far!_ The two continued to swing back and forth, the clashes causing sparks to fly, _**Those aren't the only sparks that need to fly!** _ Hey! Get out of here! Pyrrha and Jaune clashed one more time and Jaune planted his left foot forward which gave him leverage to push Pyrrha towards the ground. He smirked as Pyrrha began crouch. She returned the smirk and then kicked Jaune's feet out from underneath him.

"Haha, that was excellent!" Pyrrha exclaimed, "You are getting so good at this." **_That's what she said, hayyo!_** Will you piss off! Jaune sighed while he sat on the ground, "I mean it Jaune, your swordplay has improved immensely." Okay, so maybe that is what she said. **_Right?_ They totally knew what they were doing with these two. Sexual innuendos are the best form of sexual tension. **Pyrrha lowered her hand down and picked Jaune up to his feet.

"Well, I couldn't have done it without you." he replied with a slight smile.

"Well, you ready for aura training?" Pyrrha smiled with her hands oon her hips.

Jaune rubbed the back of his head, "Actually, can we just skip aura tonight? Might go on a jog or...something."

"Come on!" Pyrrha pleaded, "I know you get frustrated, but of you keep pushing yourself I'm sure we'll unlock your semblance any day now."

"That's not it. It's...it's dumb. Forget it." Jaune said with a sigh.

Pyrrha rolled her eyes and moved closer to Jaune, "Jaune, you know you can tell me anything."

"It's...Weiss."

"Oh." Pyrrha stepped back and looked down in disappointment. She quickly composed herself and smiled, "What about her?"

"Well, I asked her to the dance and she shot me down." Jaune said, chuckling at his misfortune, "Go figure, right?"

"Well, I believe the saying goes, 'There are plenty of fish in the sea'."

"Easy for you to say, I bet you have guys lining up around the corner to ask you to the dance." Jaune argued.

"Heheh, you'd...be surprised."

"Oh please, if you don't get a date to the dance...I'll wear a dress. Ha!" Jaune finished by walking back to the dorm. Pyrrha just stood on the rooftop alone for a little bit.

"Ouch, that's rough." Pyrrha looked up to see Deadpool resting on a higher ledge, it seems he had been watching them.

"You! You're that mercenary!" Pyrrha gasped out.

"Name's Deadpool, and relax. I'm Parker's friend. I one punched that thirsty science chick, remember?"

"Of course, it was only a few days ago." Pyrrha replied.

"Yeah, it was like a month for the author so..." Desdpool looked at Pyrrha who was tilting her head in confusion, "Don't worry about it. And don't worry about Jaune. He'll come around." Deadpool said trying to sound sage-like, "Hell, he might come around sooner if you just pop out yer ti--Oh she's already gone." he looked down to see Pyrrha had already left the rooftop. "Damn, she definitely would've got Jaune with that one." **_You think so?_** "Depends. You think Jaune is a boob man?" **_If he's going after Weiss, the only thing she has are legs._** Guys...they're seventeen...

oOoOoOoOoOoOoOoOo

"And then we call the DJ, who Peter recommended." Yang explained to Ruby, "See, isn't this fun?" Ruby tilted her head in confusion.

"Fun for you maybe!" Peter yelled, "But I'm doing all the heavy lifting!" Peter continued to complain as he installed a rather large, almost human sized, speaker up near the second floor. He has to do this for all four corners so that the dancers on the second floor can also hear the music.

"You can lift, like, five cars!" Yang argued.

"I know, I just like to complain." Peter sighed. _Get me to do all the hard work while you move the smaller speakers to strategic points on the floor! And Weiss is decorating tables!_

"What's wrong Rubes? Something got you caught up?" Yang asked.

"Well...it's just," Ruby sighed, "What's the point of going to the dance if Blake won't even be there?"

Yang smiled lightly, "Don't worry, she'll be here, I guarantee it." Yang looked over to Weiss snd frowned, "Hey, Weiss! I told you, no doilies!"

"If I can't have doilies...you can't have a fog machine!" Weiss argued before folding her arms and making a pouty face.

"Whoah, you guys are going to have a fog machine?" the girls turned to see Sun walk in with Neptune who was the one that had asked the question. _Oh crap!_ Peter nearly jumped out of his skin, Neptune didn't technically know he was Spider-Man. Peter quickly got off the wall and just leaned against the railing on the second floor, "Hey Pete!" Neptune waved when he turned around.

"Yeah, hey!" Peter waved back, _Man that was close! I've been getting sloppy with my secret identity._ Peter made a deep exhale and wiped his brow.

"We thought about having fog machines," Weiss added quickly, "does that sound...cool?" she asked twisting her body in place.

"Oh, totally." Neptune added with a smirk and a finger gun. _Geez, look at her._ Peter thought, _She's as giddy as a school girl. He's just a guy, relax!_

While Weiss fawned over Neptune, the faunus, Sun, went to talk to Yang, "So how's Blake doing? Is she still acting...Blake-y?" Sun asked while making a weighing motion with his hands, unsure if what he said was alright.

"Yeah, she is." Yang replied, "But don't worry. I have a plan." Yang began to walk out of the ballroom.

"Wait, Yang!" Ruby called out, "What about Blake? She clearly doesn't want to come, so what are you-"

"Relax." Yang said in a calm tone, "She will be at the dance. Just you wait." and with that Yang left the ballroom with a plan to get her friend to have a good time. _I should get going too, it's late and I want to get some patrol time in._ Peter looked down and saw the others were distracted, so he made his leave via window. _It's show time._

oOoOoOoOoOoOoOoOo

 **Scorpion..**

His name, Mac Gargan. Alias, Scorpion, the perfect combatant to Spider-Man. Green armor that's near bulletproof, a mechanical tail that gives him both a leverage in battle and can shoot acid. Physically, he is both stronger and faster than Spider-Man, something he often boasts about. His cons far outweigh his pros however. He does not think through his plans all of the time, and his critical thinking against his opponent usually stops at 'beat the living crap out of them'. On top of that, Gargan isn't exactly a skilled fighter. He was just an average guy from Brooklyn that was down on his luck and knocked a few stores. He also robbed a man in broad daylight with a knife which led to his arrest. He was granted freedom, and high pay, but only if he participated in a highly experimental procedure that, in theory, would create the perfect combatant to take down Spider-Man. This whole ordeal being funded by J. Jonah Jameson, go figure.

Gargan agreed to the procedure, but only because he was trying to take care of his girlfriend, who had been living with him for sometime now. However, there was a problem with the procedure, though Gargan gained the strength and agility of a scorpion, he also found that the process was extremely painful and found out it was irreversible. The last part he didn't find out until after he failed capture Spider-Man and instead ended up becoming a wanted criminal. Jameson never paid Gargan and he's had to rely on theft for his girlfriend.

Mac sat at a desk at Roman's current hideout, writing down his experiences for Marie, his girlfriend, hoping that she'll understand his ordeal and won't be as angry with him. So now we are in some underground city. It's weird, it's kinda like that book you used to read, City of Ash? I'm probably wrong, there was that movie adaptation in the early 2000s. You hated it. Said it was nothing like the book. You spent the rest of the night pointing out all the differences between the film and the book. Scorpion chuckled at the memory, I miss you lots though babe. It's getting hard being here. I just want to go home. This Torchwick guy, I think he's lying to us. No way he had the tech needed to get us back, not with the stuff I've seen here. The stuff we stole was prototype tech from Reed Richards himself...but what Ock is having to use...It just looks worse in comparison. Anyways, I've bored you enough, even though I know you won't see this...I love you.

Scorpion put the pen down and folded up the paper he was writing on. He then placed the paper in a pocket he had on his belt. Looking up from the desk Gargan saw a rare sight, Octavius. "Doc!" Gargan announced, "Holy hell Doc, it feels like forever since I've seen you."

"Yes, building this contraption for Torchwick has proved to be quite bothersome." Ock pushed up his glasses and smiled, "Scorpion, I'd like to let you be the first to know that you won't be seeing me here anymore."

"Huh?" Gargan raised an eyebrow, "Whachu mean? You find a way home?"

"No," Ock replied, "Now that I have finished here, Torchwick has given me free leeway to make the device for us. However, there is a catch." Ock paused, "You and Lizard will be staying with Roman."

"What? Doc, you can't do this! We're the Sinister Six, not the White Fang! Why should I have to listen to that dope!"

"Listen, Scorpion." Ock commanded, "It won't be for long. In fact, I'll need you to get something for me. Roman has said I can use minimal White Fang forces, well, you count towards that minimum." Scorpion had his mouth slightly agape, _The Doc is...complementing me?_ "Listen Scorpion, I respect you. I always have. You are one of the few who, not smart mind you, learned from your battles with Spider-Man." _Backhanded compliment, I knew there was a catch._ "But what you lack in brains you make up for in adaptability, you are the closest to Spider-Man, which means you can be similar to Spider-Man. That's why I'm trusting you to get the parts I need and they just so happen to be coming via Schnee Dust Company Freight Train."

Scorpion thought about it slightly before smiling, "Sure, why the hell not?!"

oOoOoOoOoOoOoOoOo

The docs instructions rang threw Scorpions mind like a bell. _"Now remember Scorpion, Roman said minimal resources. That means you can't steal the train car. No, you'll need to do this the old fashioned way. You need to follow it and steal the items when they are unloaded."_

"Man, this sucks." Scorpion said to himself as he, and the three White Fang members who joined him followed a truck that had the supposed piece that the doc needed. Only problem is that it is being transported by Atlas military and its escorts. "Damn, this just reeks of a bad time."

"They seem to be pulling off at some warehouse," the driver annouced, "how do we proceed?"

"Ah," Scorpion scratched his chin. He was used to working alone or taking orders, not leading a small unit of...well, inexperienced criminals. "I'm gonna go in alone, keep the van running." Scorpion opened the back and walked out in his trenchcoat and matching fedora tilted slightly downward in case someone recognized him. He made his way to an alleyway next to the warehouse and removed the disguise and jumped to the roof and looked through the skylight. Inside he saw the truck driver pressed a button and the floor opened and lowered the truck to some hidden room below the warehouse. "So there's hidden labs now? Damn, who owns this place? Oscorp?"

"Well, well, well. Talk about a familiar face." _I know that voice from anywhere._ Scorpion thought as he turned to see Spider-Man sitting cross legged on a pillar, "So, how's the villain life going? Is it full of guilt?"

"Oh, after what I do to you, I may be full of guilt." Scorpion cracked his knuckles, but on the inside he frowned, _Dammit! I don't have time for this._ "Well, as much as I'd love to mess with you Spider...I'm busy, so piss off." Scorpion turned to leave when a web strand attached to his shoulder.

"Did you think I was gonna let you leave? You're slipping Scorpion." Spidey tried to pull Scorpion towards him, but Scorpion used his tail and snapped the web.

"Well, it seems I don't have a choice." Scorpion cracked his knuckles and launched towards Spider-Man. Spidey jumped and kicked Scorpion in the face, he responded by gabbing Spidey's ankle and throwing him into the wall of the other building.

"Agh!" Spidey quickly recovered just before Scorpion could slam himself into Spidey's body. "You know, why does it always have to come down to this? I mean, you and I have a lot in common." Spidey explained as he dodged Scorpion's attacks, "We're both arachnids, we're both from New York, we both like the Giants."

"Giants suck!" Scorpion yelled as he tail swiped Spidey in his rib cage.

"Oh, that insult hurt almost as bad as your strike." Spidey joked. Spidey then grabbed Scorpion's tail and then threw out onto the street. The surveillance cameras picked the two of the super powered humans via sensor and automatically sounded an alarm that sent out a squad of Atlesian Knights. "Oh, this is so crap!" Spidey complained, "I am NOT getting in trouble with the government again because of you--Scorpion?" when Spidey turned he saw the van with Scorpion in the back already rounding the corner. "Damn it."

"Surrender now or face the consequences!" The AK commanded.

"Oh, yeah, about that...bye!" Spidey shot a web line and swung off into the night. _Man, that run in with Scorpion was the last thing I needed._ Spidey complained, _I mean, why did he have to be on the other side of Vale?_ Sighing Spidey continued to swing towards the airship for Beacon when he heard a scream in the distance, "And the night continues!" he shouted before going towards the trouble.

" _Scorpion, how goes the mission_ " Octavius asked via Scroll to the Scorpion.

"Uh...bad. Spider-Man intervened. Listen Doc, this lab they're holding it in...it looks pretty top notch. How should I go about this?" Scorpion asked.

" _You're a member of the Sinister SiSix aren't you? Figure it out! Break something. Point is, I cannot make the device WE need to get home without THAT piece._ " Ock then cut the transmission leaving Scorpion to sigh.

"So, what's the plan Scorpion?" one of the White Fang members asked.

"We aren't going back to the base tonight, that's for sure." Scorpion mentioned, "We need to hide and rest until tomorrow night. Then we will sneak in and steal the piece."

"But what about Spider-Man?"

"We'll stop him when he comes around. Just right now, hide somewhere." Scorpion closed his eyes and began to rest.

oOoOoOoOoOoOoOoOo

 **Day of the Dance, last minute preparations...**

Weiss furiously placed decorations in place, she seemed so motivated to make the party the best they will ever be in. Truthfully she was just angry, _Rejected, I can't believe he rejected me. ME! I show interest in him and he just..._ "AGH!" Weiss ripped a doily in frustration. "What does it matter...I'm used to being in my own anyways.

"Hey Weiss!" Yang called causing Weiss to stiffen and go back to work, "Look, I know you've been frustrated-"

"Frustrated? Who said I was frustrated? Are you frustrated? I'm not frustrated!" Weiss tried to play it off with a laugh.

"Listen," Yang used her big sisterly instincts and gripped Weiss's shoulder and she seemed to almost instantly calm down, "Rejections are hard, seriously, I know, but just take a deep breath and look at the good." Weiss did take a deep breath, but whether it was for herself or for Yang's sake, Yang wasn't sure, "Do you think you could do me a favor?"

Weiss cocked an eyebrow in confusion, "You want me to cover for you or something?"

"No, um..." Yang twirled her hair, "Do you think...you could sing tonight?"

"What?" Weiss asked completely confused.

"It's just, parties are really good if there is a live performer right? So what if you sang some songs? It doesn't have to be all night!" Yang assured, "You can even pick...what do you think?"

Weiss tapped her chin in thought, "Well, there is this song I've been practicing...Okay, I'll do it." Weiss announced with a prideful smile.

"Really?!" Yang hugged Weiss, overjoyed.

"But," Weiss said as she laid her conditions, "It will be one song. ONE. And I get to choose when I sing it." Weiss stated.

"Sure. But make sure you know people off their feet." Yang playfully punched Weiss in the shoulder, "Now if you excuse me, there is a certain kitty cat I have to talk to."

"Wait, what about the decorations!?" Weiss asked.

"Have Peter help you!"

"He didn't come back last night, where's Ruby?"

"She's buying her dress, guess you're on your own, BYE!" Yang quickly fled through the door.

Weiss slumped her shoulders in dissapointment, "Damn it."

"Did someone call for a hero!?" Weiss jumped in surprise at the new voice, she continued to look around and couldn't find anyone, "Up here!" Weiss looked up at the chandelier and saw a figure un a red and black tracksuit jump down. He had a red mask, a black head band and golden chains around his neck.

"No." Weiss said in disbelief.

"Yo, yo, yo, it's your slick DJ in his PJs. The real Oh-Gee with the west side gangsteeer. The one, and only, D-Pooly!" So...it's come to this has it? **_Oh you better believe it author. Things are about to get spicey!_**

"Absolutely not." Weiss said sternly.

"You don't have much of a choice little miss. I'm the hired DJ. And the deposit is already paid for, so get ready for the night of your young teenage life! I mean, assuming you get laid, otherwise it's just another party."

Weiss pinched the bridge of her nose, "This can't be happening, I'm just having a stress related dream."

"No you're not." D-Pooly replied.

Weiss sighed, "No...No I'm not." she looked at Deadpool for about five minutes, "So are you gonna help or what?!"

oOoOoOoOoOoOoOoOo

 **Downtown Vale, atop the Schnee Dust Company Tower...**

Peter snored rather loudly. He had been out all night stopping criminals and it made him miss the last transport to Beacon. So, he continued to fight crime and eventually fell asleep on top of the tower. It's been three hours since he fell asleep. A ringing came from his scroll and he answered in what was the most groggy voice ever uttered by man, "Heyyyyy...I'm n...not sure who this ish, but..." he began to snore again.

" _PETER!_ " the voice made him shoot up into a sitting position, the voice came from Yang, " _Hey, where are you?_ "

"Um..." Peter looked at his surroundings, "The top of the world?" he said still half asleep.

" _What does that even-? You know what, never mind. Listen,_ " Yang took a deep sigh, " _look, you are coming to the dance right? You're not gonna be up all night doing the thwip thwip thing?_ "

"I'll be there, I'll make it. I promise." Peter said almost without thinking, _Well, now I have to make it._

" _Good. Listen, the party goes until midnight. It starts at seven. Try to make it between then, okay?_ " Yang sounded like she was pleading with Peter.

"Is everything alright?"

" _Peter, you're always out doing your hero thing and fixing problems on a world that isn't even your own. The girls and I, and probably Blake, just want you to have a good time. Relax, you know?_ " Peter grunted in agreement, " _Great! Oh, and don't worry about Blake, I've got that covered, and if you see Ruby in town tell her to be careful!_ "

"Sure thing Yang. I'll see you and the girls later at the dance."

Yang let out an amused snort, " _Are you talking about the team or are you talking about my--_ " Peter hung up rolling his eyes in the process. _Alright Peter, Scorpion tried to knock that warehouse...which is also a compound for the Atlesian Military. Great._ Peter sighed and put on his mask, _I guess the only thing I can do is go back and wait for him._

Spider-Man leapt off the building and made his way towards the warehouse he saw Scorpion scoping out the night before. _Okay, I just have to set up a few Spider Sensors and wait for them to lick up something that doesn't look like an Atlesian guard, Knight or random person._ Spider Sensor, similar to his Spider Tracers, these devices are Spider Shaped motion and body sensors that activate a camera when it is set off. The sensors themselves will also send a notification to his mask's interface. "Well, I've got some time to kill." Spidey hid behind a barrier and lied down and looked through his scroll, at various news sources and stupid, clearly fake, articles. However, there was one that caught his eye, "See Huntresses in Compromising Situations?" Peter read aloud. His morality told him no, but his teenage hormones told him yes. It was a civil war between his his primitive brain and his refined brain...primitive won. "Well, a quick peak couldn't hurt." upon clicking on the link Peter was taken to an image gallery, where the first huntress had her clothes tattered up, Peter continued to scroll down and when he got to where there would be a...revealing sight, instead was something else. Something that can destroy a life in an instant. The huntresses hand forming the finger circle sign of the Circle Game just below her waist and a bold "Got 'Em" in large font. The picture below that one was the same huntress, but with a smug smile.

"Dammit!" Peter yelled, "I thought I could escape that game across worlds, but NO! Apparently it's an interdimensional being seeking to destroy all who gaze upon it!" Moral of this experience, if it seems to good to be true, it usually is. Also, trust in your intelligence and not your libido.

Some time passed and Peter eventually passed out.

oOoOoOoOoOoOoOoOoOo

 **Time: 7:00 pm...**

 **Scorpion**

"Alright boy, this is it. Let's move." Scorpion announced to the White Fang members, "In and out, twenty minute mission." the van turned on and the group went back to the warehouse, making sure to hide in a different spot this time. "Alright, they only caught me before because Spider-Man threw me on the ground in front of the front door, but they didn't see me on the roof, so if I break through the ceiling I may stand a chance."

"But what about Spider-Man, boss? Won't he be expecting you again?" one of the White Fang members asked.

"You think Spider-Man is gonna be waiting there all day for us? No." Scorpion said with confidence, "Although, I bet he's nearby so he can hear the alarm if it goes off. As long as we keep this quiet, we should be fine."

"Approaching warehouse, weapons ready." the driver announced.

"This is it. One step closer to home." Scorpion said to himself before opening up the back of the van.

oOoOoOoOoOoOoOoOoOo

 **Beacon Academy...**

Blake Belladonna, after an extensive talk with Yang earlier in the day, she had decided to take a break and go to the dance. _"I'm not asking you to stop, I'm asking you to slow down."_ Yang's words resonated through her head. _Yeah, just slow down. It's not like it's just me._ Blake caught sight of Sun and approached him, "Hey." Sun turned around and nearly jumped in surprise.

"Blake!" he called out, "You um...you look, very...well you you look..."

Blake chuckled, "You look good too. Black is certainly a nice change of pace, though I think the tie doesn't fit you."

"Is that why it's so uncomfortable?!" Sun said as he tried to adjust the tie.

"No, Sun," Blake slightly loosened the tie and adjusted it for him, "I meant it doesn't seem to fit your character. But it looks good."

"Um...so," Sun rubbed the back of his head as the two got closer to the ballroom, "does this mean we're going to the dance...together?"

"Yeah, but the first dance is reserved." Blake said with a smile. Walking through the door and taking attendance was Yang in a stunning white dress.

"You made it!" she called out, "Take care of her now." Yang said to Sun with a wink.

"Yes ma'am!" Sun replied with a salute.

Yang continued to wait at the door and take attendance, _He'll be here._ she thought, _The dance only started after all._

oOoOoOoOoOoOoOoOoOo

 **Time: 7:30 pm...**

 **Spider-Man...**

Spidey opened his eyes to see his lens flashing a message that the sensor had been tripped. "Oh crap!" Spidey quickly pulled up what sensor had been tripped and looked at the footage. It was a clip of Scorpion and what he could only assume to be White Fang goons jumping into the warehouse from the skylight. "It's showtime!" Spidey jumped to the warehouse and descended into the open area. _Seems normal...where did they go?_ he thought. All he could find in the warehouse was an office, and an open floor. _What was Scorpion hoping to find in here?_ Spidey wondered. Moving over to the office, surprisingly he hadn't encountered more Atlesian Knights, "There's gotta be a secret floor...or a wall that leads to a secret room." Peter looked at the computer in the room that taped what was happening in the front.

Spidey snapped his fingers, "This must what be recording what comes in and goes out." Spidey goes to rewind the recording, but was met with a message that asked for a User ID. Sighing slightly Spidey pulled out his Scroll and connected it to the computer, "Hacking Time." Spidey cracked his knuckles and ran the code.

 _"Unknown Device Detected!_ " a robotic voice called over the intercoms.

"Uh-oh." the ground began to open and out came a set of Atlesian Knights, "Ah, guys, can we talk about this over a glass of motor oil and some ram drives?" the Knights's eyes glowed red and brought out their guns. Spidey slumped his shoulders in dissapointment, "I suppose that'd be TOO easy, huh?"

" _You are in violation. Surrender now!_ " one of the Knights commanded. Spider-Man responded by webbing its face and one punching it to dozens of pieces.

"Alright, who's next?" Spidey asked. The Knights looked at each other and began firing on at the vigilante. Spidey dodged with ease and jumped to the ceiling where he got a better vantage against the androids. "Oh, there!" Spidey shot web line and Web Swing Kicked an Knight into the others, knocking them all down like bowling pins, "That's a strike! Yeah!" he shouted with glee, "You know, back in New York I would call that 'Pinhead Bowling'. Catchy, right?" Spidey webbed up the Knights and his scroll was given access to camera. "Well. I don't need this, they obviously went down." Spidey walked up to the stand that had a button and saw a key pad. Using his hacking skills once again he was able to get the code and open the floor. "(Hacker voice) I'm in." he chuckled to himself.

Once Spidey jumped down he was met with a long, straight corridor, "Well, only one way to go." he jumped a few feet up and begun to swing down the corridor himself.

 **Time: 8:02**

oOoOoOoOoOoOoOoOoOo

 **Beacon...**

 _Oh, why do I have to wear these stupid...lady stilts!_ Ruby complained in her head. She just stood off in the corner drinking the punch. _The punch is red...and my dress is red. So I don't have to worry about a stain showing. At least Yang won't get mad._ She was incredibly uncomfortable, social gatherings weren't exactly her glass of milk. All the people, most she doesn't know, some she does, her friends? Scattered. _Let's see...um...Blake is with Sun and Neptune. Oh, they look like they're having fun. Weiss is...talking to someone. Um...Pyrrha, Nora and Ren are dancing, that's a no go. Yang is...missing? Where is she?_ Ruby desperately looked around for someone, ANYONE she knew that she could talk too. She spotted Penny, but... _She is surrounded by guards. At least she looks like she's having fun._ Ruby thought as Penny danced with her guards, _Heh, she's doing the robot._

"So, you enjoying the punch too?" Ruby turned to see that Jaune had been standing by her.

"Um...Yep. Completely." both sighed and took a drink of their punch. _I wish Peter was here._

On the second floor, Yang sat at a table with punch in her hands. She twirled the cup around and watched as the liquid sloshed around, she would do this everytime she looked down at the student check-in. Taking a drink, she downed the rest of the punch. _It's only 8:30. He'll be here._ She gave a half smile and went to refill her drink.

oOoOoOoOoOoOoOoOoOo

 **Scorpion...**

"Dammit, watch what you're doing!" Scorpion shouted as one of the White Fang members nearly blasted him while they were fending off the Atlesian Knights. Scorpion didn't know what to expect when he entered the warehouse. Naturally, it being a warehouse, he figured there would be some sort of storage. However, "God dammit, nobody said this place was a freaking Storage for Knights before they are commissioned!"

"Get them! Don't let them escape with the device!" an Atlesian Guard commanded. Following after Scorpion and the few White Fang members was a combination of Guards and Knights. "Fire at will!" the troops began to fire and the White Fang fired back.

"Keep that device safe, it is crucial!" Scorpion commanded as he shot acid from his tail at the Knights, melting one instantly, "Yeah, how do you like that you stupid robot!" The guards stopped as Scorpion and the others entered a large room where the door behind them was barricaded by some force field, "What the hell?"

"Oh look, they sent you guys here too?" Spider-Man joked as he rested on the wall.

"Spider-Man?" Scorpion said in a surprised tone.

"Spider-Man!" the White Fang goons shouted and aimed their weapons at him.

"Yes, Spider-Man. Geez, is there an echo in here?" Spidey asked while he acted like he was cleaning his ears. "Yeah, they didn't like me snooping around for you guys, so they locked me in here and fielded the room on both sides...well, until you guys came, then they did it again." Spider-Man jumped off the wall and approached the goons calmly, holding his hands up to signify peace. Scorpion looked at the door in front of them and the door behind them and saw the same force field was surrounding them. "We probably could get outta here," Spidey said rubbing the back of his neck, "buuuuut, we'll have to, sadly, work together."

The White Fang members look at each other like they had just been insulted, "Why the hell would we work with you? You've done nothing but heed our progress against mankind!" one of the members spoke up gaining a growl of agreement from the other three.

" _I NEED that device Scorpion. Do not fail me!_ " Ock's words rang through Scorpion's mind again. He considered his options, _Spider-Man's already figured out a way out of here. I can tell._ he thought, _However, he asked us for help. Which means we'll have to help him out of we want to finish our mission._ Scorpion looked up and saw what was clearly a two way mirror, no reason for them to have a mirror just for aesthetic. _Those clowns are watching us._

"Okay." Scorpion agreed, "We'll help out."

"What?" one of the members protested, "Scorpion, you can't be serious. He's the enemy!"

Scorpion grabbed the member by his throat and lifted him in the air so that they could see eye-to-eye, "Listen here kid. I'm in charge here. Do NOT question my authority. This is the only way we're getting out of here. Understand?" the member nodded and Scorpion put him back down, "Good. So what's the plan Web Head?"

"Great! This is awesome." Spidey clapped his hands and pointed at notable lights that connect to wires, that spread around the room like a clock, "After some analyzing, I figure if we destroy each of these components then the shield will give out."

"Then why didn't you do it before, 'hero'?" a White Fang member asked adding quotes.

"Hey, quit the sass, sassaprass. I didn't do anything because the dust is able to reignite itself and continue the field almost instantaneously. However," Spider-Man pointed out, "if my theory is correct, then destroy all six nodes at once will cause a hard reset, and the field will go down for a few minutes."

"But this is all theoretical?" the lone female member, and generally quiet one, asked, "We may as well be sealing our fate."

"Or, we may as well be sealing our escape." Scorpion pointed out, "Well, never say I've never been a betting man. Fine, we'll work together, but the moment we leave we are enemies again, you hear?"

"Wouldn't have it any other way." Spidey said in a tone that made even the White Fang members think he was kinda cool.

The unlikely team got into positions and waited for Spider-Man's count. "What are they doing?" A guard asked from the control room looking in (behind the two way mirror).

"Causing trouble," the other replied, "well, let's see how they like the diagnostic checks." pushing a button hidden doors to the rooms opened up and the room began to be occupied by Atlesian Knights.

"Oh, what the hell?" Spidey questioned. "Okay, new plans, take care of these things, then open the doors!" Spidey jumped off the wall and dropp kicked one of the androids.

" _You are intruders. You have trespassed on Government property. Death is your punishment!_ " the androids brought out there guns and began to open fire.

"Oh crap!" the driver of the crew yelled out. "Protect the device!" the girl tried to hide off in a corner with the device, but Spider-Man webbed it out of her hands.

"Sorry, we this is a hands free experience." Spidey then hung the device to the ceiling with some webbing, "So you'll get this toy back when we're finished."

Scorpion growled as he ripped the arms off one of the Knights, "I'm really starting to hate robots!"

oOoOoOoOoOoOoOoOoOo

 **Time: 9:00 pm...**

 **Beacon...**

Ruby and Jaune still stood at the punch table, making bad small talk. Sometimes they wouldn't even say anything. "So, uh...Weiss sure looks busy." Jaune mentioned, "She must be upset that she has to make sure everything looks right instead of spending it with her date."

Ruby looked at Weiss who was fixing a vase full of flowers at a table, "Jaune, what are you talking about?" Ruby replied, "Weiss didn't come here with anyone. Said she had to focus on the dance."

Jaune looked at Neptune and knew full well that Weiss had asked him to the dance. _He declined her?_ Jaune thought, he couldn't believe it. "Ruby, hold my punch." Jaune said giving Ruby his drink.

"Wonder what got into him?" Ruby asked herself before she subconsciously took a drink of his punch.

"Why don't you go enjoy yourself?" Professor Ozpin, who just walked up to Ruby, asked.

"Oh, Professor Ozpin!" Ruby said in surprise, "Well, I'm not much of a dancer and..."

Ozpin chuckled, "We can't live our entire lives on the battlefield you know." Ozpin then walked around Ruby and poured himself some punch, "You know, dancing and fighting are very similar. Two parties moving in unison with each other. The only true difference is the worst that can happen dancing is a swollen foot." he chuckled before walking away.

oOoOoOoOoOoOoOoOoOo

 **Time: 9:15...**

 **Spider-Man...**

"Spider-Man! Grab my tail!" Scorpion shouted. Spidey did so and spun Scorpion around and had him kick any Knights that came close. Spidey then through him and gave Scorpion a chance for an atomic drop kick to the Knights face. "Yeah you robotic bastard! That's how we take care of things in Brooklyn!"

"People from Brooklyn drop kick others in the face?" Spidey asked as he dodged more fun fire, "Man, and I thought Hell's Kitchen was bad. Maybe I should start paying attention to that side when I get back."

"Bad analogy, I get it!" Scorpion yelled as he melted a Knight with an acid shot from his tail. The Knight collapsed and all that was left was an arm standing upright with just a thumb remaining looking as if it was giving the thumbs up.

"Ha! Look at that!" Spidey pointed out, "You ever watch that really old movie, Terminator 2?"

"Are you asking me, if I have seen the greatest film ever filmed, Terminator 2: Rise of the Machines?" Scorpion asked as he destroyed more Knights, "What do you think I am, some loser from Queens?"

"Hey!" Spidey shouted.

"Dammit! These things won't stop coming!" the girl shouted.

 _Won't stop coming. I guess we could destroy them all. I mean, they have to run out eventually right?_ Spidey thought, _Or we could..._ he looked at the doors where the Knights came from, "THAT'S IT!" Spider-Man began to web one of the doors, "Scorpion! Melt the other door shut!"

"Got it!" Scorpion shot his acid at the other door and watched as it melted into a an impassible slit in the wall.

"Perfect!" Spidey shouted, before webbing up the slit as well, "Can't be too careful. Now, let's break those conduits!"

"What happened? What's going on?" one of the guards shouted in anger.

"The entryways to the training room are completely sealed! Knights can't get in!" the other guard responded, "They're...oh god, I think they found a way to break out!"

"Now!" Spidey shouted and all of them destroyed a conduit powering the force field. The field blinked for a few seconds before shutting down.

"Yeah! We did it!" the girl shouted, "Now let's grab the device and get the hell out of here."

"Laters!" Spidey shouted as he went to grab the device, only for it to be melted down from it's hold and fall into Scorpion's hands.

"Let's go runts!" Scorpion shouted as he took off towards the entrance of the underground holding facility.

"Dammit." Spider-Man cursed under his breath before shortly following behind to get the device away from Scorpion. "This is so typical! Can't people ever be grateful about something and leave it at that and NOT continue with their evil deeds? Just once?"

"Hurry up," Scorpion commanded, "get the van! Girl, be ready." Spider-Man swung up through the hole and was instantly slapped across the room by Scorpion's tail. "Well kid, looks like you and I finally get to fight after all this time being here." Spidey got up clutching his stomach and got into a fighting stance.

"C'mon Scorpion, you really want to do this? We all know how this goes. You use brute force, I get the upper hand and then you go to jail. C'mon, how would you're girlfriend feel about all this? Aren't you trying get a better life for her?"

"Don't you dare talk about Marie like you know her you bastard!" Scorpion shouted as he lunged at Spider-Man.

 ** _Music Cue: Wicked Ways-Eminem_**

"Uh-Oh." Spidey jumped behind Scorpion and got a few kicks in before his Spider Sense went off. He ducked an attack by Scorpion's tail and blocked an attack by the female White Fang member, "Really? Can't you let the men do the talking here?" Spidey then pushed the girl into the other White Fang member and jumped into the air to avoid another attack. Spidey clung to the wall to get away from Scorpion, "And I wasn't being sexist, I was just saying that this is between Scorpion and I!" Suddenly the van burst the doors down and slid to a halt.

"Get in, get in! Come on!" the driver shouted. The girl tried to jump on with the device, but Spidey pulled her out.

"Yeah, no!" Spidey grabbed the device and he felt his Spider Sense go off, when he tried to react he was grabbed by Scorpion's tail wrapping around his throat.

"Not bad Spider, I'm impressed. But I need this. I can't stand this damn hellhole. I will go home, and not you or Roman is going to stop me!" Scorpion then grabbed the device from Spider-Man and slammed him into the ground. He tossed the machine into the van, "Go!" and he shot acid at the rafters and made the steel beams collapse. Scorpion quickly ran and jumped on the van as it was pulling away and made his escape with them.

 ** _Record Scratch, Music Stops_**

Spider-Man lie underneath the rubble and slowly lifted up the debris of the warehouse exterior, _Good thing it's just steel beams and thin aluminum frame!_ Spidey thought. He lifted the debris and uncovered the hole so that the guards trapped inside could escape. _I got a tracer on that van, I can get them._ "Freeze!"

Spider-Man slumped his shoulders when he heard the sound of what he assumed was a guard, "Man, I KNOW you aren't trying to arrest me right now for trying to stop Scorpion!"

"Spider-Man, you are under arrest by the Atlesian Military for aiding a wanted criminal and destroying Atlus property!" the guard commanded.

Spider-Man sighed and webbed his gun out of his hand, "This?" Spider-Man held the gun slightly above his head before snapping it in half with his brute force, "Seriously, piss off. I'm the good guy here. And also, I never would have destroyed your Knights if they hadn't shot at me!" Spider-Man then jumped in the air and began swinging towards Scorpion.

Scorpion and the others sat in the van driving away, "Man Scorpion, it looks like we lost him." the driver said with a smile.

 ** _Music Continues_**

Scorpion looked out the back window and saw Spider-Man gaining on them, "Huh, took him longer than I thought. We ain't out of the woods yet!" Scorpion opened the back and climbed onto the roof of the car and dared Spider-Man to approach him. "C'mon Spider, you think you can approach me?"

"I can't kick your butt without getting closer!" Spidey shouted. Just as he got near the van Scorpion shot acid and snapped Spidey's web, "Oh crap!" Spidey webbed the door on the back of the van and ripped it off, he then hopped onto the door and used his web attached the van as a tow cable. Actually, he looked like he was land wake boarding. "Oh, yeah! This is like 'City Escape'!" Scorpion tried to shoot acid at him but Spidey jumped in the air and began doing sick flips, "Yeah!" Spider-Man then threw the door at Scorpion.

"Yeah right!" Scorpion melted the door in half, but recieved a fist coming through where he melted it, "Damn!"

"Hoo! And Spidey takes the lead, always knew you were the bitch!" Spidey and Scorpion began to trade blow for blow. _If I stay in close, Scorpion can't utilize_ _his tail._ Spidey thought. _Spider Sense!_ Spidey dodged gunshots that came from the inside of the van. In the commotion he was punched across the face by Scorpion's right hook. "Agh!" his right ear ringing, Spidey sent a punch to Scorpion's gut. Scorpion then sent a kick, but Spidey dodged and clung to the other door on the back of the van. One of the White Fang guys poked his head out the back with a gun and Spider-Man shot a webline and attached him to a lamppost, "See ya' loser." Spidey quickly launched upward back to the top of the van to kick Scorpion, but Scorpion quickly blocked and kicked Spider-Man in the gut. _Oh, I am so not walking this off anytime soon._

"We're coming up on an intersection boss!" the driver yelled.

Scorpion smiled, "Alright Spider, seems you have a choice. Me, or them." Scorpion then shot his acid at a car that was about to enter the intersection. _Oh crap._ Spidey thought. He then jumped into the intersection as the car started to flip from the change of momentum, "Good choice." Scorpion said as he and the others got away.

"Crap, crap, crap!" Spidey was bending back and was at a 45 degree angle he then he slowly put the car down, breathing heavily he leaned against the car to catch his breath. "Hey there." Spidey waved to the driver, "I'm a little winded, so if you like, grab a spare tire from your trunk or something, I'll be able to help in a bit." the driver nodded and, after a quick breather, Spidey helped the man change his tire. "Okay, sorry for the traffic!" Spidey jumped in the air and began to swim away. "Okay, Scorpion's escaped and it looks like that tracer I planted was on the door I ripped off, so...loss here." he sighed while swinging and stopped on a lamppost, "Well, the cops picked up that White Fang goon so, I guess I can finally go to the dance...THE DANCE!" he yelled in realization and checked his scroll, he nearly fainted when he saw the time, "10:05! DAMN!" he swung to the transport for Beacon as quickly as possible, however when he got there, "No, no, no!" looking at the schedule, Spider-Man saw that the last transport was at 10 pm. "10 pm curfew? Seriously? Most of the students are over 18!" Spidey looked out across the water and could see Beacon academy.

 _"You're coming to the dance right?"_

 _"I'll be there, I promise."_ Peter remembered his conversation with Yang this morning.

"No. I am not letting her down. I will make it to that dance. And then proceed to apoloapologize for the rest of the night." Spidey looked at Beacon, then at the water, "Micheal Phelps...eat your heart out." Spidey then dove into the water and began swimming towards the school.

oOoOoOoOoOoOoOoOoOo

 **Time: 11:00 pm...**

 **Beacon...**

Yang sat at a table and twirled her finger around the rim of an empty cup, _Yeah, Jaune dressing as chick and dressing was cool and all. Especially since he manned up and asked Pyrrha to dance but.._ Yang sighed and lowered her head to the table, _Would have been a lot cooler if Peter were here._ She looked up and saw the doors open and in walked a tired looking student whose haire was all messy, "Tch. At least someone got lucky." The kid looked all around eventually to her and shyly waved. "Oh my god, that's Peter!" Yang's eyes glowed with joy. She rushed down to the door, _But I need to seem angry._ she thought, _It's only fair._

Once down to the first floor she greeted Peter, "Hello, Peter." she said somewhat sternly.

"Yang...I..I'm so, so, so, so ,so, SO sorry." Peter was breathing heavily, as if he ran a marathon, or in his case several marathons. "I know my apologies are meaningless, and that I promised I'd be here...I just wanted to let you you know how sorry I am. And that I understand if you hate me. I guess...I'll never change."

"Dude, what are you sorry for?" Yang asked.

"Huh?"

"I know what you're about. You swing around and save people. You're a badass! Besides, you promised you'd be here between 7 and midnight. I guess...one hour left is better than nothing." Yang shrugged.

"Um, Yang...do you wanna...like...I mean if it's okay..." Peter rubbed the back of his head completely nervous.

Yang then grabbed Peter's hand and smiled her bright smile, "I'd love to dance." she then dragged Peter out onto the dance floor walking pass Weiss and Blake.

"Check it out, Peter actually made it." Sun pointed out.

"Yeah, who would've thought?" Blake added.

"Um...If you'll excuse me, I have a promise to fulfill." Weiss said before approaching the stage. "Hey, Deadpool."

"It's D-Pooly." D-Pooly corrected.

Weiss rolled her eyes and walked up to him, "Remember what we talked about earlier? It's time."

Just as Yang tried to help ease Peter into dancing all the lights went off and a single spotlight shined on Weiss on stage, "Oh. she's doing it!" Yang said excitedly.

"Doing what?" Peter asked.

Weiss cleared her throat and walked up to a piano that was placed there for her and sat. "Okay, I'm going to sing a song I've been practicing. This is a song I chose because I insulted a friend of mine in their taste in music...turns out, they have some really good songs and this one was my favorite." She then cleared her throat.

" _Can. Anybody, find me somebody to, love?_ " she sang and then went into the beginning piano section.

 **Somebody to Love--Queen**

"No way." Peter said in disbelief.

" _Each morning I get up I die a little_

 _Can barely stand on my feet_

 _Take a look in the mirror and cry_

 _Lord what you're doing to me_

 _I spent all my years believing you_

 _But I just can't get no relief, Lord!_

 _Somebody, ooh somebody_

 _Can anybody find me, somebody to love?_ "

The students wooed and whistled at Weiss's performance. The smooth love tune being right for a slow dance. Even Yang and Peter got to dance, though Peter had no idea what he was doing. "Peter are you all right?" Yang chuckled, "You're looking as red as my sister's dress."

"Yeah, well, um...are you sure I'm supposed to have an arm around your waist? Doesn't that seem..."

"Relax, it's fine." Yang laughed, "Geez, how could someone that fights bad guys all day not know how to dance?" she asked.

"Well, there are a lot of differences," Peter explained, "Like for one the worst that can happen in a dance is a swollen foot." he emphasized his point by pointing at his shiner on his right eye courtesy of Scorpion.

"Funny, Ruby said Ozpin told her something like that earlier. Also, you came out with just a black eye? I think you're doing okay."

"Well, I still swam the whole way here."

"That's why your hair's wet!" Yang said in realization, "Oh my gosh, you actually swam here?"

"Yeah, I had to wait like five minutes for the suit to dry." Peter then wiped some water from his head, "But of course my hair didn't get the memo."

" _(she works hard) everyday (Everyday)_

 _I try and I try and I try_

 _But everybody wants to put me down_

 _They say I'm goin' crazy_

 _They say I got a lot of water in my brain_

 _No, I got no common sense_

 _(she's got) I got nobody left to believe_

 _No, no, no, no_ " Weiss continued and Deadpool gave some decent backup.

"Speaking of suits," Yang continued, "would you be offended of I said I was hoping you'd be in your other one?"

Peter chuckled, "I don't know about that. I mean your beautiful white dress against my wet red suit? It'd make your dress pink and I'd feel terrible."

"You could always get one in black." Yang insisted.

"No, no, no, no. That ship has sailed." Peter replied.

The two continued to dance but soon found themselves watching Weiss perform, it was like she was giving her best up there. Soon it was the last verse.

" _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Find me somebody to love_

 _Somebody (Somebody)_

 _Somebody (Somebody)_

 _Somebody (Find me)_

 _(Somebody find me somebody to love)_

 _Can anybody find me_ "

A spotlight shone on Peter and Yang who were nervously just standing next to each other, neither making a move. Weiss stopped the music and stamped her foot against the ground before speaking into the microphone, "Will you two just kiss already?!" Yang and Peter looked at each other. Yang shrugged and leaned in and Peter followed. The two gained a massive cheer by the other students.

"Way to go Pete, I knew you had it in ya!" Jaune shouted.

"It was only a matter of time. Took longer than expected though." Ren added.

Weiss sighed and smiled at what she was sure would be a long standing couple. She then cleared her throat and finished the verse.

" _Somebody to_

 _Love!_ " the last three lines were some of the most powerful lines in music. It w as s the reason why Weiss chose this song. Sure, she had given up on Peter long ago, but Yang didn't and it was Weiss's time to play matchmaker with a song she regarded to be the best on Peter's playlist. A song that drove her to tears by the power put into it and the perfomance of the band's singer. She then bowed and left the stage the whole ballroom rumbling with applause for the young huntress.

"Guess things weren't that bad today." Peter said to himself before being put off guard by another kiss from Yang.

"Sorry, the first one was so good I thought it was a fluke. I had to try it again." she said with a smile.

"Hey..." Peter realized something, "that was a backhanded compliment!"

"Just a little one." Yang replied making the 'little bit' symbol with her fingers.

 **End of the dance. But Tomorrow the Teams's first true mission arises.**

 **Next Time: City of Ruin**

~Omake~

 **D-Pooly's Stand Up**

After the applause died down, the DJ, D-Pooly stood up and grabbed the mic. "Man, now is as good a time as any, you know, since the party is dying down. What a crazy night, huh?" the students cheered in response, "Lot of brave souls tonight that asked someone to the dance. No one is more brave than Mr. Jaune Arc in the back over there that wore a dress to the dance!" the crowd began to laugh.

"Jaune wore a dress?" Peter asked.

"You should have been here." Yang responded.

"Ouch, that hurt more than the punch from Scorpion."

"I'm kidding Jaune, you were very brave." D-Pooly continued, "Just know that when people say you act like a little bitch, this will be the event they remember." the crowd again began to laugh, no one more so than Cardin Winchester, "Hey, what are you laughing at Cardin? Didn't you get rejected by every girl you asked? Damn, even the ugly girls didn't want to show up with you?" D-Pooly moved on with the bit, "Hey, Wukong! You get a date?"

"Yeah!" Sun shouted back, "Believe it or not, she's the one who picked me up, you know, after initially declining." Blake, who was standing next to him, blushed.

"Ah, how cute. You know, I've heard of chasing tail...but in your case it's pretty literal, huh?" the crowd 'ohed' at the remark. "Eh, enough with easy fish. You guys know about Spider-Man?" the crowd 'wooed' in agreement, "Yeah, guess he has a girlfriend now, you know this, you hear about this?" many girls 'booed', "Yeah, so, I mean, you guys know that, at least how the story goes, people swallow eight spiders in there sleep every year? Yeah, crazy right? Well, I guess with her, she'll be swallowing the same spider every night as long as they're together." the crowd got a good laugh at that and Peter ended up spitting his drink in the garbage.

"I'm out, laters." Peter walked upstairs, his face completely red, to hide from the non-existant glares he was recieving.

"And don't even get me started on that General "Name is a metaphor for his penis" Ironwood-"

"Hey, isn't that the wanted mercenary, Deadpool?" one of the guards that wss with Penny asked.

"It is! Get down Pool, you're under arrest!"

"Uh-Oh, guess that's all the time I have folks, remember to treat your parents right. Don't do drugs, and tip your waitress!" and like that, D-Pooly 'bamfed' out of the party via teleportation belt. The crowd, surprisingly, cheered.

"Peter, are you...okay?" Yang asked thinking Peter was upset at the joke.

Peter pounded the table with his fist, "God dammit!" he lifted his head and he was laughing hysterically, "I can't believe I laughed at his stupid jokes!"

"Well, now you know how I feel."

 **A/N: Man, I can feel the hate before I even post this. Like, it's terrifying. But I have my reasons! 1) Black Sun for life. I'm sorry, but to me, that is the only OTP...besides Arkos, but we know how that went. 2) Ruby already kinda sees Peter like a brother. 3) I kept coming back to Yang. At first I didn't want to, but I kept coming back to it and realized that I really wanted to...even though it's been done countless other times by many fics that aren't mine. 4) I have a plan for Weiss...much...MUCH later. But I really like that plan and I want to stick to it.**

 **But yeah, my essays are written and I wss writing this while doing those. I hope you guys notice this chapter is twice as long. I almost made this section a three parter, but I didn't know when to stop. So, here ya go! It's been a bit, but ya know.**

 **Quick Review! Devil May Cry 5... OH MY GOD! It's so much fucking fun! I'm about to go through it again to try and S rank all the missions and find all the Blue orb shards and purple orb shards so that I can have enough power to defeat [REDACTED] and don't get me started on Nero's robot arms! And V! I didn't know how I'd feel about a summoner, but man, he is so much fun to play as! Such a great game. And the ending, I hope it sets up one more sequel at least, or even some Epilogue DLC. But Bloody Palace comes in a month and there is rumor of multiplayer for that, so I hope to be styling with some people that are from the subreddit.**

 **Anyways, thanks for waiting. Till next time!**


	42. Mountain Glenn PT 1

**Mountain Glenn**

 **The Next Morning...**

"Ugh..." Peter woke up from his bed completely exhausted from the night before, "Damn. I hurt all over." Peter took a look around the room, he noticed Weiss and Blake asleep still and Yang was on her scroll, _No sign of Ruby though...weird._ Peter thought. Yang caught Peter looking at her from the corner of her eye, she put down her scroll and smiled and followed up by wiggling her eyebrows. Peter chuckled, but clutched his chest in pain, "Oh, it hurts to laugh."

Yang quietly crawled out of her bed and sat on Peter's bed near his waist. "Awe, is poor Petey hurting?" she teased.

"It's not funny, the guy hits like a truck!" Peter groaned.

"Well, don't worry, you're with us so the mean ol' Scorpion man can't hurt you." Yang continued to tease while running her fingers along his face. Peter knocked her hand away and tried to go back to sleep, "I don't think so." Yang pulled Peter's pillow away, "You have to get up too. We have to pick a hunter that we'll shadow for our first mission." Peter groaned, _Will I ever be aloud to sleep?_ he thought. "Dibs on shower! And hey," Yang leaned out from the bathroom door and pointed at Peter with a menacing glare, "just because we're a thing now, don't think that gives you a free pass to peak!"

"Yang are you crazy? I like living. I don't need Spider Sense to tell me that's dangerous." Yang winked a blew Peter a kiss causing the teen to smile. Once the door closed immediately lied back down on his bed and started snoring. _This isn't so bad,_ he thought, _I thought it would be scary, but...well, she can take care of herself and all of us are there to back her up when things become too much._

"PETER!" Peter jumped out of bed by the sound of Weiss yelling at him, "Come on, get up, get cleaned. We have to be prepared for when we go apply for our mission!" Weiss, Blake and Yang all stood cross armed while Peter slowly got off the ground and walked to the shower.

"Relax." he said before entering the bathroom.

Yang sighed and chuckled, "Honestly. And after I tried to help him out too."

"He must have been having a good dream." Blake commented, "Though, knowing him it'd probably be one where he saves the day or something." the girls all snickered.

"Geez, does being super-powered come with super snoring? He was so loud when I woke up." Weiss complained, "Honestly, it's like a motor bike."

"It comes with the motor mouth." Yang replied, a comment that the girls all agreed on. The door opened and Peter walked out in some more casual clothing, a gray hoodie, black jogger sweats and white/gray shoes. "Hitting all the tones today are we?" Yang commented.

"You could say I'm a _tone_ setter." Peter replied gaining a groan from the girls, "What, because I don't where a bright colors or dark shades I'm the bad guy?" Peter walked to the dresser and opened the bottom, pulling out a beaker, some fluid canisters and his phone. He clicked the music on his phone and began to play music as he restocked his web fluid.

" _Can't stop, addicted to the shindig_

 _Chop Top, he says I'm gonna win big_ " Peter sang with the song.

"Oh, speaking of songs," Yang pointed out, "Weiss you totally killed it last night!"

"Thank you, Yang. I impressed even myself." Weiss replied with a smile.

"Yeah, the Ice Queen singing a song by a band named Queen. No doubt that is the best possible scenario that came out of last night." Peter chuckled, "Killed it. Some might say that..." Peter changed songs,

" _She's a killer, Queen_

 _Gunpowder, gelatin_

 _Dynamite with a laser beam,_

 _Guaranteed to blow your mind_

 _Anytime..._ " Peter continued to hum the song.

"Oh, quiet you!"

oOoOoOoOoOoOoOoOoOo

Ruby Rose, poor girl was involved with a shady encounter during the events of the dance the night before. She had noticed a shady character snuck into the comms tower, using her super huntress senses she called upon her weapon and followed the figure inside. Once she encountered the person sneaking around, a woman, she tried her best to fend her off, but Ruby's lady stilts kept her from moving at her maximum capacity. The woman escaped and Ruby was left to explain what happened to General Ironwood. Which leads us to her current situation, she was set to meet with the headmaster, the General and Ms. Goodwitch. "Listen to me Ozpin, there was a break in, ON CAMPUS. Who knows what the intruder did." The general explained to the headmaster, "Furthermore, one of our facilities was broken into and nearly destroyed thanks to one of your students!"

"I already called him, he said he will explain everything once he gets here...slowly." Goodwitch mentioned.

"Well, his explanation better be good." the general leaned against Ozpin's desk and pinched the bridge of his nose, "Honestly, I've had enough problems with his 'people from another world'." Ironwood groaned, "All I'm asking is if we are going to do something about this, or will we stay the course and just let these people walk in as they please!"

The elevator door dinged and in walked Ruby, "Hello, I'm here. Sorry it took so long, someone pushed all the buttons on the elevator." Ruby quickly tried to retract what she said by laughing nervously, "It wasn't me!"

Glynda sighed while Ozpin chuckled behind his coffee mug, "Ruby," General Ironwood started, "I am extremely proud of the work you did last night. You saw a threat, and instead of hesitating you took initiative. That is the marking of a fine huntress."

"Yeah, well, I just wish my bad guy capturing wasn't Oh-for-three." Ruby joked. Silence was her response, "Okay, that's the mood we're going for, gotcha."

"Ruby, we need you to remember, did you see what the perpetrator looked like? What she sounded like?" Ironwood asked.

Ruby shook her head, "She didn't say anything to me. She was completely quiet. She wore this tight black suit and a mask, so I couldn't make out what her face looked like." Ruby continued to think about her encounter, "She seemed to be able to manipulate glass and fire."

Glynda held her chin in between her thumb and chin in contemplation, "Besides the ability to manipulate glass, that sounds awfully similar to woman I encountered the night I helped Ms. Rose and Spider-Man."

"Wait, you think this woman has been helping Torchwick?" Ruby asked.

Ozpin leaned back in his chair and took a sip of his coffee, "It is possible."

"Well, we can't be sure, but we will keep that in mind." Ironwood added, "At least that gives us an idea on a subject."

"Actually," Ruby added, "I think I heard her mentioning the Southeast...something about a hidden base?"

Ironwood cocked an eyebrow, "What, I thought you said-"

"Thank you Ms. Rose. That will be all." Ozpin interrupted.

Ruby bowed and made her way to the elevator, which opened and out walked Peter, "Hey Peter!" Ruby waved, which the boy returned. Ruby then got in the elevator and as the doors were closing, "Oh Peter! You jerk!"

Peter let out a snort and tried to restrain his laughter, "I didn't know anyone else was here, so I pushed all the buttons for the way back down." he explained as he still laughed, "Oh, she is gonna slug my shoulder for that one."

"I think you know why you're here." Ironwood mentioned trying to look at Peter with a serious and almost menacing look.

Peter cocked an eyebrow in confusion, "Is it because you have yet to tell your boys that I'm the good guy? They tried arrest me...after shooting at me!"

"And you destroyed an Atlas warehouse!" Ironwood argued.

"I stopped the warehouse from collapsing on your boys! And I cleared the entrance to your storage facility so they could escape!"

"Enough you two!" Glynda interjected, "Anymore testosterone spewing from you two and we'll all need drug tests."

"Testosterone? Testosterone?" Peter asked, getting louder with each one, "You wanna see testosterone!? Give me an unopened bottle of ketchup, I'll open that with two fingers, what's up!"

Ozpin's normally calm and steller expression was cracked at Peter's joke as he spit his coffee back into his cup, "Ahem. Well, be that as it may, it's good to see you're trying to get along with James, Mr. Parker."

Ironwood cleared his throat and straightened his stance, "Okay...what happened." he asked calmly.

"Okay...so there's this guy called the Scorpion right?" Peter started. Ironwood nodded as did Ozpin and Glynda, "Well, I saw him scoping the place out, which I thought was weird since it looked like a normal warehouse, so I confronted him. It wasn't until after the initial confrontation that I realized it was Atlas related with Knights coming out like 'Dead or alive, you're coming with us' *pew pew*" Peter made finger guns and blaster sounds as he told the story. _I'm greatly starting to regret this._ the three adults all thought simultaneously, "So then I was left out all night and was like, 'Well, what are the odds he strikes twice in the same place?' So I camped out until my Spider Sensors alerted me-"

"Does this all pertain to the warehouse collapsing?" Ironwood asked.

"I'm getting there, hold on! Anyways, so I followed Scorpion to the underground storage facility, AFTER I had to fend off a couple of Knights. Seriously, I used to think Androids were really cool, but I'm highly considering switching to Apple."

"FOCUS!" the Glynda and Ironwood shouted.

Peter held his hands up to defend from the combined Dragon Shout of the General and Goodwitch, "So I got trapped in a room with the Scorpion and his goons. Well, I had to get out some way, and I couldn't do it on my own. I could have stopped them myself if your guys didn't get in the way. So we escaped and Scorpion ended up collapsing the building on me. Admittedly, they got a bit of a head start, which would have been less of those guards just gave up!" Peter took a deep breath and continued, "I followed Scorpion for as long as I could, but had to let him go when he put civilian lives in danger."

"I see." Ironwood said with a stern face, "And you did everything you could?"

Peter gave a light nod and sighed, "I had a tracer on them, but it got knocked off during the chase. By the time I helped out the civilian they had already gotten out of my sight."

Ironwood nodded his head and patted Peter on the shoulder, "It sounds like you've been doing your best, and your actions are commendable. However, you can't expect to do everything yourself, sometimes you need some extra help." Ironwood sighed, "And...I'm sorry for the trouble I've caused you."

"Ironic isn't it." Glynda muttered under her breath.

"Wow," Peter said with a smile, "that kinda means something coming from you. I appreciate it."

Ironwood and Peter nodded to each other, "You're not apologizing for destroying my Knights and beating up my men are you."

"Ah, you caught me red handed!" Peter laughed as he walked to the elevator, "I tried to warn them, but they wouldn't listen." the doors closed and the elevator made its descent.

Ironwood leaned on Ozpin's desk and sighed, "That was close. I thought things would get rough. I was about to page Ms. Graham."

"I wouldn't have hurt the kid." Ironwood replied.

"No, I meant for you." Ozpin chuckled, "That boy stopped a building from collapsing on him, just what do you think he could do to you?"

oOoOoOoOoOoOoOoOoOo

 **Scorpion...**

After the previous night, and Scorpion handing off the equipment to Otto, whose current whereabouts are now unknown, he went back to Roman at his Underground Base. "And where the hell were you?!" Roman shouted at Scorpion, anger he had been building for the last few days now, "We could have used your assistance for a few things, but then you turn up missing, missing with MY men!"

"Tch." Scorpion shrugged his shoulders and grabbed a nudie mag off the counter, "Guess I was out. Had things to do, errands to run." he sat in a chair and propped his legs up on a stool in front of him to get comfortable.

"No, no, nonononono. That's not how this works." Roman argued as he paced around the cart they were standing in, "You work for ME. Got that?" he asked pointing his cane at the super villain, "You listen to my orders, not go off whenever you like for...for-for-for what? Exposure? What was the point? The military is already on our ass, now they are even more suspicious. What if you had been followed?"

"Then we take care of them, simple as that." Scorpion replied, "Look, you're making a big deal out of nothing."

"No, it is a VERY big deal." Roman looked as if he was about ready to pull his hair out, "Let's get one thing straight 'bug boy' you follow my command, or we will have problems. Got it?"

Scorpion slammed the magazine in the ground and faced Roman, "Is that a threat?"

Roman pushed the villain back with his cane in gun mode and White Fang members to his back, and others with their guns trained on Scorpion standing behind the villain, "It's a promise." Roman then walked away with his entourage leaving Scorpion to think about who his allies are.

"You wanna play that way? Fine." Scorpion went and sat back down on the chair and began chuckling to himself, "You'll see what happens when you cross me, you penguin looking hack!" he used his tail to crush a crate on the cart out of anger.

oOoOoOoOoOoOoOoOoOo

 **Peter...**

Peter walked back to his dorm feeling a bit more relaxed, _Well, it wasn't an apology, but it's better than nothing._ "Parker!" Peter turned around to see Frederick.

"Oh, Fred. What's up?" Peter asked, a little surprised he was seeing the super soldier outside of class.

"I heard you guys will begin shadowing hunters for your first missions today." Fred mentioned.

Peter rubbed the back of his head, "Yeah, we are supposed to. What, you want us to shadow you or something?"

"Oh, no! No, nonononono. I was just going to wish you good luck. Be careful out there, even the best of hunters get harmed on missions. Stick with your team, follow your leader but don't be afraid to make your own decisions. And most importantly, nobody gets left behind. Do all of this and you have a 95% chance of everyone coming back safe."

"Not 100%?" Peter asked.

"You always leave at least room for 5% error. Nothing is certain." Fred patted Peter's shoulder and walked off, "Good luck kid." Peter nodded and walked up the stairs to his dorm.

Upon opening the door Peter was met with a large stack of canned dog food, Weiss hugging a dog, Blake hiding in Ruby's bed and Yang and Ruby reading a note. "W-What happened here? Where did the dog come from?"

"Oh, Peter!" Yang noticed, "That's mine and Ruby's dog, Zwei. We're gonna be watching him while my dad goes on a mission." Peter looked at the corgi and it looked at him. The blank stare meeting with Peter's, he went to pet the dog but immediately recoiled when the Zwei began growling at him.

"Oh, do you not like the man?" Weiss asked in a baby voice, "Yes, he's a mean man isn't he. He doesn't know how to let his feelings out and lashes out in anger because of it."

"Um? Are you talking about me?" Peter asked, "That doesn't seem right. I mean, I've gotten angry before, but nothing that warrants that kind of insult." Peter walked around Weiss to his stuff and grabbed his Web Shooters, "Also, why is he so mad at me? I haven't done anything to him."

"Yeah, it is weird." Yang mentioned as she tapped Zwei's nose with her finger, "Bad Zwei, Peter is my boyfriend." Upon hearing the statement Peter's face lit up to a bright red, _It's been a while since I've heard that statement._ Zwei, however, just growled more. "Why would he..." Yang snapped her fingers in realization, "Ah, Luke. I remember now." the others cocked their eyebrows in confusion.

"Luke...Your boyfriend from your first year at Sanctum?" Ruby asked.

Yang nodded, "Yeah, he was allergic to dogs and always pushed Zwei out of the room which sort of built up tensions. But then he broke up with me, and Zwei kinda read the room and began getting aggressive towards the guy." Yang said rubbing the back of her head, "At least that's how it seems. Zwei is a pretty smart dog, so I wouldn't put it past him."

"With my luck your dad trained him to attack any boy that you date." Peter muttered.

"Well, Zwei should be fine with all this food and we have a mission to get to. Come on girls, Zwei will be here when we get back!" Yang waved her arm to get the girls who follow. Blake jumped from the bed to the table and out the door, Ruby followed Yang and Weiss stayed back for a bit to pet Zwei more.

"Oh, who is the most precious dog evwer, you are, you are! We will be wite bwack." she said in a baby voice.

Peter looked at Zwei who tilted his head before growling at the teenager, "I tongue kissed your master." Peter said and Zwei began to bark at him as Peter walked out of the dorm laughing.

oOoOoOoOoOoOoOoOoOo

The group arrived at the auditorium where the other students waited to choose their mission. "Today is the day!" Ruby said with joy, "Finally, we can go on our own mission."

"And sneak away during it to potentially take down Torchwick." Yang added.

"Quiet, quiet down please." Ms. Goodwitch commanded in a somewhat calm tone, "Professor Ozpin would like to say a few words." she walked off the stage and Ozpin approached the mic.

Ozpin cleared his throat and glanced around the room before starting his speech, "We stand here today, united. Mistral, Atlas, Vacuo, and Vale." he paused slightly, "On this day, 80 years ago the greatest war came to an end. It was a war of ignorance, of greed and of oppression." _Wow, that sounds super familiar. Wonder if this would be a speech Cap would give about WW2._ Peter thought, "A war about much more than what borders fell where, or who traded with whom, but rather a war that challenged the idea of individualism itself." _Okay, maybe not so similar. Though, I suppose there were fragments of similarities._ "We fought for countless reasons. One of which was the destruction of all forms of art and self expression. As many of you can tell that was something we couldn't stand for. As a result, those who opposed this tyranny began naming their descendants after one of the core concepts of art itself: color. It was there was to demonstrate, that not only would this be their way of rebelling against this oppression, but also the way of generations to come. As it is held to this very day. We encourage individuality, expressionism and unity through diversity. As I have said, this bond cannot exist without effort. Which is why today, while the rest of the world celebrates peace, huntsman and huntresses will work to uphold it.

As first year students, you will be shadowing a professional huntsman or huntress on a mission. Some of you may be taken out of the kingdom for several days, others may work within the walls for the rest of the week. But, whatever path you choose, remember to be safe, remember your training, and remember to do your very best." with that Ozpin walked off the stage to the sounds of the students applauding.

"Not bad Ozzy," Peter chuckled, "Not bad at all."

Ruby fist pumped with excitment before hitting Peter really hard with her arm, "That's it! All we have to do is shadow a huntsman working in the southeast!" she recoiled her hand an held it against her chest, "Ow." she squeaked out.

"Yeah, we'll follow 'em around by day and give them the slip at night!" Yang said moving her fingers and hands to get her point across.

"Hey, it's kinda like what I did to you guys for the first few weeks here." Peter joked. The girls responded by glaring at him like he did something wrong, "Okay, not funny, I get it." he said holding up his hands to surrender.

"Why don't we check 'search and destroy'?" Weiss suggested.

"My favorite game mode in Modern Warfare 2." Peter mumbled to himself. The girls and Peter walked up to one of the holographic boards which showed the multiple choices for missions they could choose from. "Remember girls, we should have the most experience since we got to do that grimm hunt as a favor for Glynda. Logically we should be able to even apply for tier 2 level missions."

"Oh, how about that one! Quadrant 5 needs grimm cleared out." Ruby mentioned.

Blake shrugged her shoulders, "It is in the southeast."

"Sounds perfect!" Yang agreed.

Ruby walked up and began typing in the team name to accept the mission. [MISSION UNAVAILABLE FOR FIRST YEAR STUDENTS] popped up in bold red letters. "Wonderful." Weiss said rolling her eyes.

"Any...other ideas?" Blake asked.

"We mail ourselves there." Peter said quietly.

"We mail ourselves there!" Ruby mentioned loud and proud to the group.

"Ruby, please," Weiss responded ppinching the bridge of her nose, "even Peter wouldn't say something so dumb."

"Yeah. Hahaha...what a bad joke." Peter laughed nervously as his face burned slightly from embarrassment.

"Well, that is one solution." the teens turned to see Ozpin approaching then with a tablet in one hand and coffee in the other, "We determined that the concentration of grimm in the area has become too intense for first year students." Ozpin paused and sipped his coffee, "It seems that particular region is quite popular. But for some reason I have a sneaking suspicion the five of you would have made your way there regardless of what job you chose." the girls all stared at Ruby who clearly wasn't hiding she let the cat out of the bag on purpose.

"Um, I want to remind everyone that I'm not from here and I would have went no matter what regardless." Peter pointed out to the others.

"I'm still curious how you all found yourself at the docks last summer." Ozpin pointed out.

"My fault, my fault." Peter mentioned, "I always had a problem with chasing stray cats."

"I'm even interested how you learned about a hideout to the southeast. And I'm certainly interested how civilians found robots and rose petals near a dance club some time ago, near Spider-Man of all people. Oh, I doubt I'll ever find the answers I'm looking for." Ozpin said sarcastically, "Tell you what," Ozpin said clicking his tongue, "Instead of waiting the five of you to break the rules, one of you would just leave right away, why don't we just...bend them?" Ozpin tapped a few buttons on his tablet and the team watched as their team name was placed on the mission list.

"We won't let you down." Ruby promised, "Thank you sir."

"Don't thank me for this. Teamwork and persistence have carried you far, but you must understand the things you encounter outside the kingdom will not care. Stay close to your huntsman at all times and do exactly as he says. He will be leading you on this mission and he can have you sent back to Beacon if he finds your skills lacking." Ozpin began to walk away, but poked his head back, "Oh, and good luck."

The girls and Peter all looked at each other as they walked into the courtyard, "Well, that wasn't exactly uplifting." Yang mentioned.

"But it was the truth." Blake added.

"But we can do it!" Ruby said pumping her fist.

"Yeah, it was a great speech! I especially loved the part when he mentioned all the things you guys let slip out." Peter joked, "Seriously, it's a good thing none of you have my life, the media would be over you within a week!"

"Shut up, Peter." Yang responded by lightly jabbing his arm.

"Hey, check it out, Team CFVY's back!" a male student pointed out as he and many others rushed up to the second years.

The team walked up to CVFY. Peter waved at the group, Yatsuhashi nodded, Fox gave him a high five, and Coco psyched him out but gave him a pat on the butt, "I heard what you did at the dance Parker, good move!"

"Velvet!" Blake called out, "Are you okay?"

"Oh, I'm fine. I had Yatsuhashi to help me." Velvet replied.

"How cute," Peter teased, "I guess old habits die hard."

"Hey, shut up big mouth. I heard you finally found someone to who was willing to seal it shit with a lip lock. How'd that go?" Velvet teased.

"How the hell did you guys hear about that?"

Velvet cocked her eyebrow, "What, you don't use social media?"

"Peter, shit up." Weiss said and pushed the teen aside, "What happened, your mission was supposed to end a week ago."

"Well...nothing bad happened, there wss just so many of them." Velvet seemed to be looking off into space, "But it isn't so bad. You guys are first years, so you'll be shadowing huntsman you'll be fine."

"Plus there's Peter," Yang mentioned, "and he's more than dependable." Peter smiled at the compliment, _I feel my bond with Yang is growing stronger!_ he thought.

"I should go." Velvet said with a smile, "Stay safe. Oh and Peter," Peter looked up at the bunny girl-senpai, "be careful when you're pulling her hair, yeah?" she began chuckling.

"Huh?" Ruby questioned.

Yang and Blake stared wide eyed, "Did she just-?" Blake asked, "Peter what's wrong with you?"

Peter rubbed his arms, "Velvet has a inappropriate mind."

"Enough of that girls!" Ruby announced, "Now isn't the time to back down or have self doubt. We're shadowing a professional huntsman."

"Yeah!" the other girls cheered.

"Woo-hoo." Peter said sarcastically.

oOoOoOoOoOoOoOoOoOo

The students stood in front of the huntsman they were shadowing and slumped their shoulders in utter disbelief, except for Peter who clapping his hands in excitement. "Hello girls," Professor Oobleck, the team's professional hunter that they will shadow announced, "who's ready to fight for their lives?" he gave a fist pump to accentuate his excitement.

"Professor Oobleck?" Weiss said dumbfounded.

"Hell YES!" Peter yelled out laughing, "This is the best possible outcome!" the girls looked at him and they all had the same look on their face _Shut up Peter_ , "Shutting up, got it."

"Ah good! It's nice to see someone is enthusiastic about this assignment." Oobleck said in his typical fast paced manner. Peter had to chuckle because the Doctor's current outfit made the man look like an archaeologist or something, complete with safari hat. "Now because you lot decided to shadow a huntsman on what is now essentially a reconnaissance mission, bags won't be necessary. Yes, we have gone from having one stationary base to moving constantly traversing several miles of potentially hazardous locations and the bags will just slow us down." Oobleck paced back and forth as he delivered the instructions and Peter was certain the Doctor wasn't taking a breath in between sentences, "I have packed all our essentials myself, plotted the air course and plotted the airship! And," he quickly moved towards Weiss pointing at her face, "it's DOCTOR Oobleck. I didn't earn my PhD for fun, thank you very much!" Peter continued to bounce up and down giggling like a school girl...not like these school girls mind you, but ones that are more...stereotypical? **_Smooth._** "Come now students, according to my schedule we are already three minutes behind...schedule." and with that Oobleck dashed away to the Bullhead with incredible speed.

"Not to worry gals, we can still save the world with Doctor Oo-bleck...Hahaha..HAHAHAHAHA!" Peter began clutching his stomach as he laughed, "Oh my God! This is priceless!" Weiss, annoyed at the male's antics, kicked him in the shin.

"Save the world!?" The team turned around after hearing the voice of Nora to see Team JNPR approaching them, "You're going on world saving missions without us? Peter I understand, but you four?!" Nora held her hand to her head, "I'm hurt! Sad!" she stopped when her stomach growled, "Perhaps a little hungry? But that last one isn't your fault though...Ren." she stared down her best friend while just turned and crossed his arms.

"What, trouble in paradise?" Peter asked jokingly.

Ren sighed, "No. I don't know why she's blaming me. I didn't have time to resupply on ingredients after she ate pancakes the last time." Peter nodded in understanding.

"Well, it sounds like you guys will be having some fun." Jaune mentioned, "So, where you headed? Find a secret underground lab that is making clones of you or something?"

"HA!" Peter mock laughed, "Don't joke about that, it's happened! Only two survived because they grew a conscience...and one wanted revenge."

"We're just going outside the kingdom." Ruby stepped in.

"Interesting," Pyrrha mentioned, "so will we. Ren and Nora wanted to shadow a sherif of a nearby village."

"Will you be meeting him at _High Noon_?" Peter asked.

"No, we leave tomorrow." Jaune replied. Peter cried internally because he knew nobody on Remnant would get the joke. _They don't even have Westerns here!_

"Oh, you guys can totally party with us tonight!" Neptune said as he and Sun walked up. _Wow, kinda weird how everyone important is just showing up right now._ "We're gonna be shadowing a detective in the city tomorrow." he paused and smiled, "We get Junior badges." Jaune looked on in absolute awe.

"Yeah, we usually hang out with you guys in the city...but that means stuff is usualky blowing up and we get hurt." Sun cut it.

"Git good, scrub." Peter replied with a snort gaining one from both Yang and Ruby.

"Soooo," Sun continued, "we figured this is the best way to see the kingdom when it's...normal."

Ruby wanted to say something, but was immediately cut off by Oobleck in the distance, "Four minutes ladies!" he shouted, "And Mr. Parker!" he added.

The teams looked at each other before nodding, "I guess we should get going." Ruby announced, "Wish us luck."

oOoOoOoOoOoOoOoOoOo

Team RWBYS stood in the passenger section of the Bullhead as it flew over the city towards the southeast. "Hey, uh, Peter?" Blake called out as Peter was the only one that didn't hold on for dear life, "Wouldn't it be safer if you...grabbed something."

Peter turned his head to Yang who pointed her finger at him, "Don't even think about it!" she warned, "We just started dating you can't touch them yet."

Peter cocked an eyebrow in confusion, "Why can't I grab your shoulder?" Now it was Yang who stood in confusion. She cupped her chin with her thumb and index finger in thought. When she realized that Peter probably wasn't even thinking of doing such things she thought of she face palmed in embarrassment. "I can stick to everything remember guys? I don't really need to hold onto anything."

Yang cleared her throat and decided to change the subject, "Sorry about questioning you Profeesor...I guess I just never saw you as much as a fighter."

"Ah yes, while I consider myself as more of a...intellectual, while not often, I have found myself in my fair share of tussles back in my day." Oobleck replied.

"Like...like the mushroom?" Ruby asked.

"Those are truffles." Blake corrected.

"Like the sprout?"

"Those are brussels." Yang corrected.

Peter laughed and decided to keep the joke going, "Like the bones on your fist?"

"Those are knuckles." Yang replied playing along with the joke.

"Like that rose design in Ruby's belt?"

"That's my buckle!" Ruby replied.

"My god, there's three of them." Weiss said pinching the bridge of her nose.

"I assume you all know why they sent a historian on this mission?" Oobleck asked. The girl's kinda looked at each other trying to figure it out.

"It's because of what is out in the southeast, right?" Peter asked.

"Precisely! The southeast quadrant is not only home to grimm, but also one of Vale's worst experiments."

"Mountain Glenn." Ruby replied.

"Oh yeah!" Yang agreed, "It was supposed to be an add on of Vale."

"But?" Peter asked.

"But, it was overrun by grimm and eventually abandoned." Yang finished.

"Precisely!" Oobleck said nearly knocking Weiss off balance, "Now grimm overrun tthe area and live there as a dark reminder."

"A likely place for a hideout." Blake mumbled.

The Bullhead came up on an abandoned city with destroyed structures and dust blowing in the wind. "Good to see I'll still be in my element. Would have sucked if Mountain Glenn was volcano." Peter mentioned. The Bullhead hovered slightly above ground with the teens and Oobleck jumping out. Peter was the last to jump down in his suit, "Kept you waiting, huh?" Peter looked up and all he could see was dust and tumbleweeds, "Pretty desolate, huh?"

"Ladies, Spider-Man," Oobleck gained the attention of the teens, "your first official mission of huntsman has begun. You will do everything that I say, and that goes for Ev-er-y-one." Oobleck's eyes traveled from across the teens and landed on Spider-Man. "Ruby!" he shouted causing the leader to jump to attention, "I thought I told you to leave all your bags at school."

"Ah, yes, but you hadn't told us to listen to you yet," Ruby stated matter-of-factly, "so...I didn't." Peter snorted at the response, _Ruby you are to pure for this world, bless your heart._

"She's not wrong." Oobleck mumbled into his cup, "Very well Ruby, leave your bag here we'll pick it up upon our return."

"Ah, but-but-" Ruby tried to explain why she needed the bag, but couldn't form the words.

"Young lady, what is so important in that bag that you are actively trying to bring it-" as Oobleck was questioning Ruby the latch on the backpack came undone and out popped the head of Zwei.

"Get back in the bag." Ruby whispered.

"Woof!" Zwei responded.

"Awe, what's up little ankle biter, I thought I left you back in the dorm." Peter mentioned acting tough towards the dog all while standing as close to Yang as humanly possible.

Ruby stared at Oobleck, who was currently adorning a serious look, "We are here to investigate an abandoned concrete jungle and teeming with death and hostility and you brought...a dog?" all of the girls looked interested at what the end result would be and what would become of Zwei, "GENIUS!" Oobleck shouted, throwing his hands in the air. Oobleck quickly grabbed Zwei and began to spin around with glee, "Canines are historically known for their great nose and heightened sense of sound. Making them perfect companions for a hunt such as ours!"

Ruby stood proud and pointed at her chest, "I'm a genius." she proclaimed.

"To cookies maybe." Peter added.

"What are your orders doctor?" Blake asked hoping to get the mission started asap.

"Ah, yes, straight to the point." the doctor dropped Zwei and began to explain the plan, "I like it! As you have been informed, the southeast area has become a recent hotspot for grimm activity." the teens nodded, "Now, there are several explanations for this behavior, one of which being...grimm."

"The situation or the scary monster?" Peter asked.

"The creature. Approximately 100 yards from us at this very moment." the doctor replied.

"What?!" the girls began searching for grimm, but due to the creatures being attracted to negative emotions, and the fact they are evil hellspawn, Peter just listened to his Spider Sense. The only problem is that the signal he was getting from the grimm was too big for just one grimm. _There must be more. But where?_ The girls spotted the grimm and got ready to attack.

"Stop." Oobleck warned, "There are a number of reasons why grimm would congregate to this area. Most likely of which would be their attraction to negativity, sadness, envy, loneliness, hatred." _Oh, so I'm a semi beacon...fun._ Peter thought with a frown, _Annnnd these thoughts aren't helping my cause._ "All qualities no doubt being harbored by our hidden group with ill intent."

"So what do we do?" Ruby asked.

"We wait." Oobleck exexplained, "We track, if this specimen leads us to its pack then the pack should lead us to our targets."

"How long would we wait?" Blake asked.

"There's no telling." Oobleck replied.

"Thirty seconds." Peter said and the group stared at him. He pointed to the pack that was coming around the corner, "I found his playmates." Peter cracked his neck a few times and stepped forward, "Doctor, suggestion for new course of action. Search and destroy." Peter crouched into his fighting stance waiting for the doctor's approval.

"Yes, I believe that is the best course of action. Go ahead ladies and gent. Remove the threat." Oobleck ordered and the girls and Peter obliged.

Yang rushed forward and took out grimm with her gauntlet blasts. Blake faced a Beowolf head on and cut it in half lengthwise, she then used her semblance to avoid slices from other Beowolves and counter with her own devastating cuts. Weiss used her glyphs to entrap the creature before puncturing it multiple times. Peter webbed one and spun around in a circle connecting more and more Beowolves to the line before slamming them against a wall and webbing them in place, "Ruby, fire!" Ruby obliged and let loose against the detained grimm blasting them until they disappeared.

"Ah yeah!" Ruby cheered.

"I wouldn't go cheering yet team." Oobleck mentioned, "For I am certain this is the first bout of many. Shall we continue?" the rest of the day was spent on multiple encounters fighting grimm and searching for any signs of the hidden base. What Peter thought was weird was that Oobleck kept asking the girls why they became huntresses. "What about you Mr. Parker? Why are you a vigilante? Shat drives you to be you?" Oobleck finally got around to asking Peter a similar question.

A grimm approached Peter and jumped for an air slash, but Peter attached webs to it and slammed it down to the ground and ensnared it, "With great power, hngh!" Peter crushed the grimm beneath his foot, "Comes great responsiblity. That is what I live by. I had these powers when someone I cared for died when I could have prevented it. It was then that I decided I wouldn't let this happen to anyone else. I will save everyone that I can even if it means that I get extremely injured, or worse." Peter took a quick breather, "That's what you wanted right? An honest answer?" Oobleck nodded.

"I believe that your intentions are quite noble and your will neigh unbreakable. Keep your mentality Mr. Parker, you'd make a fine huntsman." the doctor complimented. "Well girls, gent, I believe that is enough for today. We should find a place to ata6 the night." Oobleck threw his bag into a random building, "You four, go set up camp and remove any creatures. Your leader and I are going to secure the perimeter. Come Ruby!"

The three other girls and Peter walked into the building and began setting up camp starting with Peter moving large slabs of collapsed concrete. "So, did he ask you guys about why you became a huntsman?" Yang asked.

"Yeah, but I think my conversation was a little different than you girls." Peter mentioned. The girls nodded in agreement.

Peter let out a large yawn, "Yeesh Peter, not enough sleep?" Yang asked.

"Like eight hours in two days. It's been worse." he replied.

"You should rest, we could use all your strength for later." Weiss mentioned, "Why don't you go ahead and get some rest right girls?" the other two nodded in agreement. As they did so Ruby and Oobleck appeared.

"Okay. That's fine." Peter lied his head down and in seemingly no time he was out like a light. _Hopefully we find them soon. We're close, my Spider Sense can feel it._ Soon the teen drifted off into a deep sleep.

 **To be continued...**

~Omake~

 **Two Year Party!**

"Well guys, it's been great, two years together. Who would have thought?" Deadpool mentioned as he lit the candles to the cake that congratulated him, Peter and the girls.

"Yeah, it's so great that I thought we should share this moment with everyone. so I called Ben." Peter mentioned.

The girls and Deadpool cocked their eyebrows in confusion, "How could you do that?" Ruby asked.

"Oh. it's quite simple, see I just-" as Peter was explaining the situation the door to the dorm room opened up. Where he thought he saw Jaune, Peter actually saw Ben his clone and brother from the other fic **Fast Times at Yokai High** (also by me), "BEN!"

"Peter!" Ben shouted.

"DUDE!" they shouted to each other before hugging it out. Behind Ben came all his friends from Yokai, Tsukune, Moka, Kurumu, Mizore, and Yukari.

"Woah, woah, what the hell is this?" Peter asked, "How come you brought the whole crew with you?"

"Well, our story is doing well. So it stands to reason that we all show up. I mean, I don't think it matters, you brought all your side characters with you." Ben said pointing to the girls.

"Who you calling side characters?" Weiss asked in a disgusted tone, "What about them, they barely do anything."

Ben removed Moka's rosary and she transformed into her inner form. Ben then proceeded to point at her, "Side character? She's a main character. Unlike you. You got sidelined so hard the author had you sing Queen!"

"Yeah, well, at least she didn't try to kill herself." Blake added.

"WOAH!" Ben and his group all said at once, "Serious topic, use something else." Moka added.

"Oh, don't act like your story is so hot because it's more serious than this one." Peter said angrily.

"Act?" Ben asked, "Where's the acting, at least my story is better."

Peter pulled out a whiteboard with the statistics of both stories, "Yeah, my 321 followers to your 78. You're _totally_ better than me."

"My story has better writing." Ben argued.

"What, because it's 'edgy'." Yang replied.

"At least our story doesn't rely on Deadpool or sexual tension for comedic effect." Tsukune argued.

"You guys are a fic on Ben Reilly and Rosario Vampire! You're a harem anime, there is nothing but sexual tension and innuendos as jokes!" Peter pointed out.

"Manga! The story is based off the manga! The one with the story." Ben said defending his tale.

"My story has the Sinister Six and Deadpool in it." Peter argued.

"So? We had Robbie Reyes, Doctor Strange, Wolverine, Sandman and other various X-Men." Ben countered.

"Just because you have a lot of cameos doesn't make your fic good!" Ruby replied.

"Just because you were first to me doesn't mean you are better. All the heart and good story elements go to my story."

"Geez, it's like you and your brother are engaged in a dick measuring contest." Moka pointed out.

"SHUT IT GENDER BENT ALUCARD!" both Ben and Peter yelled to Moka.

"Guys, guys, guys. Why are you fighting?" Deadpool asked, "Can't you agree there are good qualities about each of our stories that have them stick out?"

"I suppose that you're emotional stuff can be touching, and fight scenes seem better." Peter apologized.

"And you comedy is pretty funny, we're just a little serious at times." Ben apologized. The two rubbed the back of their heads before hugging it out. "C'mon, let's get some cake."

"That was quick." Moka mentioned.

Yang walked up to the silver haired vampire and twiddled her thumbs in place, "So are you like...Ben's live interest or something?"

"What? No, we're just friends." Moka replied.

"Oh."

"Well, Pete," Ben said holding Peter, "Happy birthday to your guys' story. Here's to hoping the author finishes soon." both Desdpool and Peter blew out the candles and the group began to eat cake. The door to the dorm creaked again and in walked Kaine, "Oh, what's up."

Kaine looked around at the group and cocked an eyebrow then his eyes landed on Moka, "Fuck this. I'm leaving."

"Okay bye, good to see you!" Peter shouted.

"Yeah, see you at the tail end of my fic, jackass!" Ben yelled.

"Will fans be satisfied with this omake?" Moka asked.

"No." Peter, Deadpool and Ben all replied.

 **That's it. The end.**

 **A/N: I'm tired, I start up classes again soon, but I got this done. One more chapter and Volume 2 is done and it's back to Ben Reilly for a bit.**

 **Quick Review: Devil May Cry 5... SSStylish! This game is the shit! My god. If you want a game with good gameplay and a prettu good story, DMC5 is for you. Surprisingly, the game made using a summoner type fun for an action game. Nero is badass as always, and Dante is the best he's ever been. I know many didn't like the song originally like it, but when you play as Dante and you hit that S rank and the chorus hits? That shit is so fucking hype. There is practically a boss at the end of each level which is a nice change from other games, the secret missions are pretty easy to find and are convenient to complete. I cannot praise this enough, please go buy the game and try yourself.**

 **Quintessential Quintuplets: Sweet anime (good manga too) It's not your typical harem as the MC has no interest in any of the girls** **nor do the girls have interest in him at first. Oh, and they spoil the ending right away, he does end up marrying one of them, but because they are quintuplets we won't know until the name is revealed. It's real sweet I recomend it.**

 **Kaguya-Sama: Love is War: Not what I was expecting, a lot better than I thought it would be. Adorable, sweet, funny, wholesome. Get past the first episode and you'll be fine.**

 **Halo MCC coming to PC: Fuck yes. I don't even play PC and I'm hyped.**

 **Okay, until next time. Laters.**


	43. Mountain Glenn Pt 2

**To that one Guest: Do you really think I made him dumb? I don't know, his happy go lucky personality seems like what I've been doing all fic. I guess it's subjective, but I think I've been pretty consistent for the character.**

 **Mountain Glenn Part 2**

 **Scorpion...**

Scorpion had been put on guard duty for his outburst against Roman recently. Man patrolling this underground city is depressing. _I wouldn't be surprised if I found bones out here._ Scorpion had been briefed by some of the White Fang members what happened out here, how Mountain Glenn was forced underground to hide from the grimm but because the railway wasn't complete they essentially just locked themselves in their tomb. _I'm sure that's the abridged version, but it's close enough._ "Boss!" Scorpion turned around to see the White Fang members that helped him on his mission for Ock, "Hey, you need help patrolling?" the driver of the last mission, Perry asked.

"Eh, it's best you guys don't get involved with me. Don't want Roman throwing a hissy fit." Scorpion said. He didn't truly care that the Faunus terrorists wished to assist him, hell if what that girl that helped on his last mission was anything to go by, then the White Fang took a liking to Scorpion. He was like, what Spider-Man was to normal people he was to them. Ironic seeing as he is a human himself. Suddenly Scorpion stopped and had his compatriots do so as well.

"What is it boss?" Perry asked.

"You didn't hear that?" Scorpion responded, "Sounded like someone just fell down here." proceeding through the doorway the three were greeted a short girl with a red cloak, "Well, well. Would you pour me out and call me cereal, it's one of Spider-Man's allies." Scorpion smiled, "This...may work to my advantage."

Perry moved forward, "Alright girlie, come with--I'm sorry what? 'Pour me out and call me cereal?' What does that even mean?"

"Just grab the girl." Perry turned around just to get shoulder rammed by Ruby. She put up her hands as if she was going to fight hand-to-hand. Scorpion smiled and back handed her with her tail, knocking her out instantly, "Nothing personal kid, just business."

Scorpion had Perry and the other faunus carry Ruby back to Roman, "Hey, Roman!" Scorpion called out, "I've got a present for you!"

"Scorpion, I swear to god, if you are just gonna pull more of my men for some side mission, I'm gonna be pissed." Roman replied from inside the train car.

"Actually, Mr. Torchwick, it's more of a problem." Perry called out.

Roman sighed, "A big problem or a little problem?"

"Uhh, it's a little girl?" Perry replied.

Roman stuck his head out to see the conscious Ruby trying to break free of his henchman's grip. Roman grabbed the cigar from out his mouth and tapped it once, "That...is a big problem."

oOoOoOoOoOoOoOoOoOo

"PETER WAKE UP!" Peter jumped awake to the sound of Yang shouting at him, "It's Ruby, she's gone!"

"Gone?" Peter repeated, "What do you mean gone?"

From behind Oobleck gripped Peter's shoulder, "Everyone should get ready, I believe your leader is in danger." Peter gave the girls a quick glance before they headed out.

"Ruby!" Yang called out, "Ruby where are you!?" the group had been following Zwei since they realized Ruby was missing, "That gun, that's Ruby's!" Yang ran up and nearly fell down the giant hole in the ground, "HOLY HELL, THAT'S DEEP!"

"Pfff." Peter snorted slightly and had to restrain himself from a full on laugh. _That's literally what she said._ he thought, but immediately slapped himself to get in the zone, _Come on Parker, now's not the time for jokes! You're leader, and girlfriend's sister is missing!_ "Okay, I say we jump down."

"Are you crazy?" Weiss asked, "We don't know what's down there!"

Peter gestured to Zwei who kept staring down the hole, "Ruby, obviously." Peter scoffed.

"So, you think that she fell?" Weiss asked as she looked over the edge.

"It's quite possible!" Oobleck said as he rushed forward and nearly pushed Weiss into the hole herself. Peter webbed her hand to be on the safe side, "My my." Oobleck continued to be intrigued as he looked down the massive hole, "Of course...of course, of course, of course!" Oobleck snapped his fingers in realization.

"What is it?" Blake asked.

"How could I be so stupid?!" Oobleck as as he walked around in circles. The girls continued to track his movements.

"What is it? What's going on?" Peter asked.

"Mountain Glenn!" Oobleck shouted getting spit on Peter's face, "An experiment that failed and was overrun by Creatures of Grimm." Oobleck moved to Blake, "Previously home to thousands of people." He began switching between Blake and Yang as he explained, "Working people that commuted to the city, the main city, they developed a system to the inner city. As the grimm attacks increased, the people began to seek shelter, so the city evacuates into subway tunnels and what do they find?" Oobleck took a quick breath before continuing his explanation to Zwei for some reason, "The lower eastside of Vale is known for wide forests and deep caves!"

"Doc, slow down, what are you saying?" Yang asked.

"We aren't looking for just any underground crime ring." Peter stated putting two and two together, "We're searching for an UNDERGROUND crime ring!"

"Precisely Mr. Parker!"

"So, they've been working in caves?" Blake asked, still not quite following.

"No, Mountain Glenn was Vale's first serious attempt at expansion." Oobleck explained, "It worked for a period of time based on a perimeter defense and unique transportation. The city developed an underground system to move civilians safely from the new territory to the main kingdom. Sadly without the natural barriers Vale had to help us, Mountain Glenn was doomed from the start! And as the end drew near, the people of Mountain Glenn made one last chance at survival. They took up shelter beneath the city, in massive caves they had cleared for the subway and cut themselves up from the surface."

"So, an underground village?" Yang asked.

"Technically, yes." Oobleck replied, "It was a safe haven...until...and explosion opened the mouth of another cavern. It was filled with subterranean grimm. After that, the kingdom had officially sealed off the tunnels, turning it into the kingdom's largest tomb." The girl's and even Peter looked down and gulped, "If Ruby is indeed down there," Oobleck brought out his coffee mug and it turned into a large bat, _Wait, that was his weapon the whole time?_ Peter thought in astonishment, "we must go rescue her."

Peter and the girls nodded to each other. Peter pressed the center of his chest and his suit formed on his body, "So, who's ready to do some spelunking?"

Blake smiled and Weiss folded her arms, "If you think I'm jumping without support, you are dreaming." Weiss complained. Spidey walked up to the Ice Queen and patted her shoulder, "What?" she asked frustrated. Looking down Weiss saw Peter had attached a web strand to her torso. She looked up furiously and pointed at Spider-Man, "Don't. You. Dare."

"Sorry." Spidey gave a light shove and pushed Weiss down the hole with him holding on to keep her secure.

"You are SO dead!" Weiss shouted at the bottom of the Web Line. _Well, down we go._

oOoOoOoOoOoOoOoOoOo

Roman pushed Ruby down to the ground and laughed, "You know, I gotta admit, you are way more manageable without that over grown gardening tool on you." he taunted, "Scorpion, get in on this."

"I told you, I ain't hurting no small kids. What had she done, honestly?" Scorpion asked, "We should just keep her as trading chip for if, and let's face it at this point, WHEN Spider-Man arrives."

Roman took a puff of his cigar and scoffed, "You're going soft Scorpion. I expected better of you." Scorpion clutched his fists as he and Roman stared each other down. Ruby tried to shoulder charge Roman, but he side stepped the attack, "This girl has just been a thorn in my side for far too long." Roman laughed as Ruby lie helpless in the dirt, "Man, you know what, Perry, Scorpion, forget what I was mad about earlier this feels great!" Roman walked up to Ruby and kneeled so they met at eye level, "So Red, how'd you find this place?" Ruby simply growled in response and tried dashing away, "Can't be having that, DEADPOOL!"

Deadpool popped in front of Ruby causing her to faceplant into his chest, "Sorry kid, nothing personal, just plot related." Deadpool replied as he carried Ruby back to Roman. The teen struggled and squirmed the whole time but couldn't break free, "I think you underestimate me kid, I'm strong too. Hell, depending on the cannon, I can lift as little as 700 punds to as much as two tons." Deadpool placed Ruby down in front of Roman and held her shoulders.

"I noticed you have a few tricks up your sleeve," Roman taunted while twirling his cane, "Well, so. Do. I." he finished by pointing his cane at Ruby menacingly. Ruby's eyes widened and Deadpool began to tighten his muscles as if he was going to move. But, before anything could happen, an explosion in the distance, behind the train was heard, "Oh, what the hell?" Roman asked. Deadpool's grip loosened and he let out a sigh of relief, "Ah, Scorpion, you Parry and the other two go see what's going on. Kinda in the middle of something." another explosion went off in the distance and White Fang goons were running away in fear blindly hip firing at whatever was behind them. Roman looked and the first thing to round the corner was Spider-Man swinging from the building with the rest of RWBYS slightly behind. Roman growled in annoyance.

Ruby, taking initiative, elbowed Deadpool in the groin, "Ah, what the hell?! I wasn't gonna hurt you!" **_Speed...semblance...plus elbow...equals.._** Deadpool began to puke through his mask from the strike. Ruby continued to run and jumped on Roman's shoulders, blinding him with his hat.

"Will somebody stop them?!" Roman shouted, "Scorpion, now!" Scorpion nodded and went forward to confront Spider-Man. Roman walked to Parry, "Get this train loaded and take off, we're gonna blow this place." Roman commanded.

"B-But we aren't ready...and Scorpion-" Parry was cut off by Roman shoving the gun barrel end of the cane against his throat.

"Do it, or I leave you here with him." Roman threatened.

"What about...it?" Parry asked.

"What, the Lizard? Restrain the locks, he'll come out to play." Roman jumped on board the train. Deadpool looked at Spider-Man and Scorpion and boarded as well.

"Guys, leave Scorpion to me, follow Roman!" Spidey shouted and the others obliged. It seemed Scorpion had the same idea and let the others pass, "Just you and me Scorps." Spidey said as he landed.

"To tell you the truth Spider-Man, I'm only doing this because of promises to get home." Scorpion mentioned, "So if defeating you here means I have no more worries, that's fine by me."

"What the hell are you talking about? I want to get home as much as you, but you guys keep doing stuff to give me a bad time." Spider-Man accused, "Who keeps telling you they can get you home? Ock?"

"Roman says he can help us, he can secure the items we need."

Spidey laughed, "Torchwick, you're gonna trust that guy? He's playing you Scorpion! Just like Octavius, he is only using you for his own personal gain! Hell, he probably thinks you'll die here against me."

"Pretty bold statement coming from you. What do you have to back that up?" Scorpion crossed his arms.

"Well, I always beat you, you never think of changing tactics and...Oh my god the train is leaving."

"What?" Scorpion turned around to see the train had already left into the tunnel, "What the hell Torchwick, leaving me here?!" Scorpion looked at the Spider and back at the train, "Dammit! I wanted to keep think he could help, but I knew he couldn't. I knew as soon as I met the guy something about him was wrong. I have done all the heavy lifting for that Clockwork Orange clown."

"Oh that's funny, I used the same joke." Spidey interrupted.

"But now...now I'm pissed off! Consider this a truce Spider-Man, we get to that train, we stop White Fang who oppose us...but Torchwick: Is. Mine." the two arachnids looked at each other and shook hands.

"So, how fast can you move?" Spidey asked. An explosion was heard and grimm began to seep into the tunnel.

"Hopefully fast enough." the two then jumped and began dashing for the train, Spider-Man swinging and Scorpion running along the walls of the tunnel. "I will be fast enough, just you wait Torchwick, our little discussion will happen soon." Scorpion said to himself as the two had to avoid grimm as well as the explosions from train cars that were being let go.

"I don't remember the ride to Hogwarts being this dangerous!" Spidey quipped, "Though if this is the Snow Piercer train, maybe that makes sense!" Ahead, Peter could see his friends ducking inside the train while Ruby stayed up top with Oobleck, "Be safe, I'm almost there. WOAH!" Spidey had to quickly dodge a bite from a King Taijutsu, "Piss off snake!" The creature went to bite again but recoiled when Scorpion hit it with his acid shot, "WOO! Way to go Scorps!"

"Don't get used to it Webhead!"

On top of the train Oobleck and Ruby fought off White Fang members in Paladin mechs. "Oh, dammit, more of them?!" Spidey complained, "Scorpion, take my web!" Spidey shot his web at Scorpion and threw him onto the train. Scorpion used the momentum from the swing and kicked one of the paladins off the side.

"What the hell Scorpion, you're supposed to be on our side!" Parry yelled out.

"Yeah, that was before you left me to rot with the grimm assholes!" Scorpion yelled back, he gave a cocky grin and held his arms out, "But now, it's free game. All of you that hated me get to hit me, and I get to hit all of you," Scorpion's tail waved back and forth and gave the 'come here' gesture with his hand, "bring it on." Parry growled and motioned for the others to advance. A Paladin jumped onto the platform and readied it's gun, but it was torn off by Spider-Man yanking it with a web.

"WOO! Didn't your parents teach you about the dangers of piloting Geckos?" Spidey quipped, jumping behind the White Fang.

"Spider-Man's to the back!" one of the members shouted.

"But Scorpion is to the front!" another yelled out.

"I'll make this easy," Scorpion said smacking a member off the train, "Spider-Man, you wanna help your friends? You better get below, the Lizard is down there and I bet you they let him loose." Spidey nodded and dropped into the cargo, "I'll be up here with you two." Scorpion said to Ruby and Oobleck.

"Wait, aren't you a bad guy? Don't you hate Pe--Er, I mean, Spidey?" Ruby said quickly correcting herself.

"Well kid, you know what they say: the enemy of my enemy is my ally." Scorpion cracked his knuckles and pointed his tail towards the White Fang, "Right now, Spider-Man and I have something in common, so that's good enough."

oOoOoOoOoOoOoOoOoOo

Spider-Man dropped into the car below. Only one light was on and it was flickering and the whole car reeked of rotten meat, "Hoo-ie!" Spider-Man waved his hand in front of his face to try to blow away the smell, "You know, I think the sewer you were staying in smelled better than this. This place, just smells like you've been bathing in crap." _Spider Sense!_ Spidey turned around just as massive mouth was about to close in in him and caught the the teeth, "Ugh!" Spidey gagged, "Never mind, it must be your breath...Doctor Connors." he threw the Lizard into the light and could see the scars that were being left on his body, llike he was being prodded like cattle. "My god, what have they done to you?" Spider-Man looked at the Lizard's neck and saw a collar that looked as if it was some sort of control device.

Lizard struck the light and everything became pitch black. The monster lunged forward to attack the webbed hero, but thanks to his Spider Sense he was able to dodge all the major attacks the Lizard threw at him. Lizard went to chomp the wall crawler's head, but he caught his jaws again, "Doctor Connors, it doesn't have to be like this," Spidey struggled, "I can help you. I know you are in there somewhere, just...please, remember." the Lizard began to apply less pressure to Spidey when an electrical current circulated throughout his body. The Lizard recoiled backwards screaming in pain.

 _"Nice try Webs,"_ the voice of Roman rang in the car, _"but I'm not letting him go that easily."_

While Spider-Man was distracted, Lizard sent an upward slash and sent the hero through the top of the cart, "Ugh..." Spidey rolled to his side and touched his slash marks on his chest, "Well that sucks." he groaned while standing up. The Lizard, following the wall crawler, ripped a larger hole in the roof and jumped out, his massive size towering the hero with his destroyed pants and slight remains of a lab coat hanging on by strings. Spidey sighed, "Looks like Roman's got you on a pretty tight leash, but don't worry I'll take you for a walk. C'mon Connors, lets go!" Spidey mocked while clapping his hands together, _It took some effort, but I was able to slide that Devil May Cry 3 reference in there._ Peter thought with a chuckle. The Lizard roared in response and the two clashed.

oOoOoOoOoOoOoOoOoOo

Down below, up ahead more were Yang, Weiss and Blake. The trio had began to make their way towards Roman a little bit ago, but ran into a few snags. Yang was stuck fighting the fearsome smug ice cream herself: Neo. The Bombshell Brawler...was not faring well to say the least. None of her attacks would land and the smug aura that the little girl had about her only fueled the rage in Yang. "Dammit, stop moving!" Yang shouted as she threw more jabs and hooks, but all they served was cause collateral damage to crates and other interior. Neo performed a backwards cartwheel to avoid another attack, she finished her dodge by bowing to Yang and blowing her a kiss. Yang's eyes flared red and she punched her fists together before letting out shotgun blasts.

Up ahead, Weiss had run into a large White Fang member, she believed she had heard his name being referred to as "Lieutenant" he was much gruffer than any typical member and he wielded a chainsaw. "Just great," Weiss said as she performed a back handspring to avoid a slice from the chainsaw, "these were some of my favorite heels, and now they're going to get all dirty once I kick the shit out of you!" **_Woo! Preach girl! Get it!_**

The White Fang lieutenant chuckled in anticipation, "Finally. I've always wanted to kill a Schnee." he revved his chainsaw and rushed Weiss. The corridor is tight, so she doesn't have a lot of options when it comes to dodging. Using her glyphs Weiss tried to jump over the Lieutenant, but he waved his chainsaw in the air forcing her to save herself by slamming against the ceiling. The Lieutenant than grabbed Weiss by her face in the way down and slammed her against the ground. He laughed and drew a line against the floor with the chainsaw daring the heiress to cross.

Weiss rubbed her face and wiped blood off her lip, staring down the faunus that was taunting her, "Well that's...annoying." she grunted before getting up and going back at it.

In the car in front of Weiss was Blake who decided to take on Torchwick head on...or so she thought. "Deadpool, take care of her!" Deadpool approached Blake like Jotaro approached Dio but stopped when his scroll rang.

"Sorry Roman, Neo needs my help. Laters!" Deadpool then poofed out of the car.

Both Roman and Blake stood slightly dumbfounded, "That son of a-UGH!" Roman fumed while bending his cane slightly, "Let this be a lesson for you kitty, when given the choice of cash or ass the man will always pick ass. So I hope you're pointing out for your boyfriend otherwise--AGH!" Roman ducked an overhead slice from Blake, "What? No chit chat? No-no-no daring speech about good and evil? You're just gonna come at me just like that?" Roman scoffed, "Some people...Do they teach you etiquette at that school of yours?"

"Shut up!" Blake dashed forward again and the two went to clash, but she quickly formed a shadow clone with Flame Dust forming a fire clone. When Roman hit it the clone exploded on contact and sent him backwards a couple of feet. Roman got to his feet and brushed whatever fire wss on his coat, "What's the matter? Can't take the heat?" Blake taunted.

"Little cat, I have been around the block a couple of times, trust me I can deal with the heat." Roman pointed his cane at Blake with a smirk. Blake's only reaction was to shrug and motioned for Roman to explain, "Heat?" he repeated, "You know, you're a woman and an animal, and when woman have their period they get that frisky feeling, for an animal they call it heat...Is--Is this joke not getting through? I thought it was pretty solid."

Blake scoffed and loaded Gambul Shroud, "Honestly, Spider-Man's jokes are much more clever."

oOoOoOoOoOoOoOoOoOo

Back to Yang, she wasn't fairing well. She had taken too many hits and couldn't get any off. The weird thing is that it was almost as if the girl was toying with her. Yang began to breathe heavily now, while physically she was fine, mentally she was drained, her stamina was gone. Yang sent another punch and Neo ducked. The little ice cream then used the hook handle of her umbrella to trip Yang by her ankle and pull her upwards. While in air Neo flipped her umbrella behind her head and lined up her shot with her opposite hand like she was using a Pool Cue and jabbed Yang into a set of crates. Upon colliding, Yang hit her head pretty hard and began to lose consciousness.

Neo walked up to the downed huntress in training and pulled ouout the hidden sword in her umbrella. Unfortunately she had to bail when she felt a presence stronger than she would hope to feel. Jumping backwards Neo avoided a slash from an unknown assailant wearing a blood red outfit and wearing a bone mask similar to what the White Fang would wear. Neo gulped and sent a quick message to Deadpool. The figure went for a slice but Neo escaped and was replaced by Deadpool who stopped the assailants sword with his own.

"Oh, kickass!" Deadpook exclaimed. **_Yeah, this will be the only time we fight a MILF so let's make the most of it!_** Please don't say MILF. I beg you. The assailant backed off and grunted when she looked at her enemy up and down, "Woah, Raven." Deadpool said in his Solid Snake impression. Deadpool flipped his swords and agged on Raven, "Bring it on discount Vergil."

Raven held her sword in both hands and blasted forward with great force and collided with Deadpool's twin Katana's sparks flying off the blades. The two continued to clash, Deadpool avoiding her slices like the expert he was while she parried his attacks on her own. "Damn, you're good. And I'm using two swords!" Deadpool chuckled. Raven just stared at the mercenary and he could feel her eyeing his guns, "What those? Don't worry about it, I won't cheat." he knocked Raven backwards and popped his neck a few times. Raven did a quick slice in front of her and Deadpool noticed blood fly off the edge of her sword, "Huh, that's funny when did you-" looking down Wade saw his left arm was missing, "OH COME ON!" Wade picked up his arm and reattached it with ease while Raven just watched with curious mask. "AH!" Desdpool's arm snapped and his hand began to move again, "I see you like cutting to the point, you think next fight you could cut me some slack?" no response.

Yang groaned and looked as if she'd be waking up soon. Raven looked at Deadpool who just waved his hand, "Ah, I wasn't gonna hurt her, I just came to save Neo because I'm hoping for a happy ending later." Raven turned and sliced the air forming a red portal, "Hey so, will we get a rematch?" Deadpool asked.

"If we meet again...I will kill you for sure." Raven replied and walked through the portal. **_Wow, she replied?_**

"Mom?" Yang groaned. **_Oh, time to go!_** And with that Deadpool bamfed out of that car.

oOoOoOoOoOoOoOoOoOo

Back to Weiss, she wasn't faring so well now. Wherever she moved the Lieutenant seemed to have some sort of counter, it was as if he had every opening completely blocked off from attacks. While lost in thought Weiss barely noticed the massive saw that was coming down, she likely would have gotten hit if not for the massive jaws of a reptilian creature coming through the ceiling. The creature grabbed the saw with its teeth to protect itself and threw it to the side, "Sorry!" Spidey shouted as he jumped and drop kicked the Lizard with both his feet, "Don't worry, animal control is here to straighten things out. Would my lovely protege take care of this large lunkhead while I take care of the living proof of dinosaurs over there?" Spidey picked Weiss off her feet, "The big dude lost his saw, this is your chance for a counter." Spidey mentioned lowly. Weiss nodded and loaded the Dust revolver on Myrtenaster.

"You know what to do." the Lieutenant growled to the Lizard. The Lizard growled himself and got close to the Lieutenant, but when he did the faunus pushed a button that sent an electrical current through the Lizard's body. Spider-Man looked closely and watched as the Lizards eyes changed from looking more human to becoming feral just after being shocked.

"I think I figured out what to do." Spidey popped his neck ready for round 2, "C'mon Lizard, let's test out if your teeth grow back like your tail!" Lizard growled and dashed forward on all fours ripping and tearing the wall as he went to slice Spider-Man. Spidey pushed Weiss back while he ducked, he sent an uppercut to the monster while Weiss regained her footing and lunged from behind the two at the Lieutenant. Using her ice she slid across the floor with ease and easily jabbed the Lieutenant in his chest. His aura took the blow, but Weiss wasn't finished as she used her glyphs to move all around the cart, now with nothing to defend him, Weiss could easily get every attack in. She finished by jabbing Myrtenaster down and engulfing her opponent in ice.

Weiss looked up to see Peter was in an intense back and forth with the Lizard, "Go! Help Blake!" he shouted. Weiss nodded and continued forward.

oOoOoOoOoOoOoOoOoOo

The Scorpion dodged another attack from a White Fang grunt, "This is starting to piss me off!" he shouted melting the feet of one of the Paladins. Zwei quickly shot past him in a blaze of glory, like a meteor. There were many things weird to Scorpion about this world, surprisingly a Corgi moving at high speeds and is nearly indestructible was the most normal thing he could imagine here. "Yeah, mess 'em up dog! Show 'em whose boss!" Scorpion shouted using his tail to clear a large group of grunts. He lifted his hand up and blocked a downward slice from Parry.

"Dammit Scorpion, I thought we were crew? What happened? Did you not care?" Parry asked. He pressed further trying to get Scorpion to submit, "What about helping faunus kind, huh? I thought you of all people would understand us!"

Scorpion pushed with his forearm and lifted the machete upwards so it was above them now, "Newsflash, I'm human jackass!" Scorpion shouted, "I'm human and I'm just trying to get home. I don't care about your little crew or what you people fight for, you guys barely have anything against you! The only ones keeping the faunus down are faunus themselves, people like you, the White Fang, you're whose keeping the faunus race below the humans!" Scropion grabbed the machete with his bare hand and crushed it with ease, "But guess what, I don't care! It isn't my problem, all I want to do is go home and see my wife and newborn kid! And not you, or Roman or any of the pathetic villain wannabes of this world will do anything to stop me!" Scorpion then grabbed Parry and slammed him through the top of the cart and into the Lizards holding cell. "How fitting, animals in a cage." Scorpion chuckled before spitting down the hole.

Looking across the distance Scorpion saw Spider-Man in a fist fight against the Lizard, "Well look at that." he mentioned, "Hey Red," he called out, "I'm gonna help the Spider, you think you and your teacher can handle the rest?"

"Doctor!" Oobleck shouted.

"Whatever." Scorpion quickly made his way across the carts to Spider-Man and Lizard.

"Scorpion!" Spidey shouted, "The collar, it controls Lizard! If we remove it he may help us!"

"Oh, I was wondering why he's been less and less talkative lately." Scorpion pointed to the collar, "That's the thing Doc put on him when we started working together. He had to fix it when we got here, I can see why."

"Can you, I don't know, melt it off? Or at least help me out!?" Spidey ducked another slice and performed a back handspring to not get eaten. "Man, did you guys not brush his teeth or something?"

"Nah, he was too busy picking his teeth with bones." Scorpion chuckled, "Alright Lizard time for you to become free range."

The Lizard let out a horrifying roar and rushed the two arachnids. Scorpion blocked a swipe with his tail and punched the reptile in the nose. Spider-Man webbed the Lizard's mouth shut like a muzzle and went for the collar but had to avoid getting tail whipped. The tail came around and hit Scorpion in the side, who caught the tail and spun the reptile around before tossing him in the air. Spider-Man jumped up and finished off the Lizard with an Ultimate Web Throw webbing him to the top of the cart. Landing Spider-Man reached forward and ripped the collar off with ease. "Nice." he exclaimed.

" **Spider...Man?** " the Lizard asked.

"No worries Doctor Connors, you should back to yourself as soon as we get outta here and I make that cure." Spidey spun the broken collar on his fingers feeling pretty good about himself.

"Spider-Man!" Peter recognized the voice belonging to Ruby. He looked to the first car where the four girls were huddled together as Weiss formed an ice shield to protect themselves, "TAKE COVER!!!"

 _SPIDER SENSE!!!_ "Oh...shit." the realization hit when Spidey looked ahead and saw the dead end quickly approaching them.

"Time to move Spider!" Scorpion shouted as he jumped down below.

A couple more seconds and all Spidey could think to do was an idea he dabbled before, but wasn't sure how effective it would be. Crouching over Lizard Spidey began to quickly form a webbed dome over the two of them adding layers and layers of webbing making it thicker and stronger, Please work. he thought as the train crashed into the wall.

oOoOoOoOoOoOoOoOoOo

There was ringing and Ruby was just coming to. It felt like she had been blinded by the sudden burst of light from the outside. Getting a view of her surroundings she realized they were back in Vale. The next thing she saw as she and her team got to their feet was the grimm that followed the train. It was a breach, and the grimm were now in the city. The next thing heard was the city's alarms for if such an event did happen.

 **To be continued...**

 **~ Omake ~**

Deadpool sat on a red leather chair next to a fireplace with an Ursa pelt rug decorating the floor. The mercenary wore a red and black robe and had a curved pipe sticking out of his mouth. In his hands he held a story book that read _"Spidey and Deadpool's Excellent Adventure: Remnant"_ on the cover. "Why did you stop Uncle Deadpool?" a girl with long flowing brown hair asked.

"Yeah, what happens next?" a boy, tthe same age, with blond hair and blue eyes asked.

"Well, you see children," Deadpool explained taking the pipe in and out of his mouth, did I mention he has a curly mustache? Yeah, he has a curly mustache, over his mask. Anyways, Deadpool explained, "This is the part where the author got massive writer's block and took time to consider if he should really add another episode worth of content, that is a whole fight scene, when the whole chapter had been a fight scene anyways."

A small girl, about a year older than the other two stood up with her hands on her hips and pouted, "Well that's dumb! Why doesn't he just finish the stupid chapter anyways! He's almost done!" the girl got some of her white hair in her eyes and had to push it back to the side.

"Yes, yes, it is quite dumb. What about you Aqua, what do you think." Deadpool asked a girl, the youngest of the group, a little girl with blonde dyed hair and blue eyes.

She clutched a blood red blanket and quietly spoke, "I think he should finish it."

"I think so too." Deadpool said placing the pipe back where his mouth would be, "Man, this is some strong shit."

oOoOoOoOoOoOoOoOoOo

 **End of Intermission**

 **Now back to our regularly scheduled program...**

Uh... ** _Yeah, that's right. FINISH. IT._** Okay! Damn.

Ruby was continuously trying to get through to Jaune, but wasn't making any progress, "Guys this is bad, we're completely on our own here!"

Blake looked at the situation they were in and saw all the grimm that came from the hole, "We can do this. As long as we stick together." Blake assured, "LOOK OUT!" The four moved to the side as a large Ursa tried to paw swipe them.

"Man, this blows. But, you gotta admit this is gonna be pretty fun." Yang said with a smirk.

"Stop the grimm first, fun later." Weiss mentioned as she switched to Flame Dust and sent a barrage of it towards the grimm.

 ** _Music Cue: Click Click Boom--Saliva_**

From the web barrier that held Spider-Man and the Lizard popped a large reptilian claw, " **Spider-Man remove collar...Spider-Man save Lizard. Spider-Man...friend.** " The Lizard growled as he launched toward the Ursa that attacked the girls and latched down onto the beast with his massive jaws. The Ursa cried in pain as it tried to get the Lizard off its back.

"I suppose he's on our side now." Weiss mentioned, "C'mon, let's join in!"

"Protect the city!" Ruby shouted and the girls got to work.

Yang found the biggest grimm she could find and took it head on. Her previous fight with Neo really worked up her semblance. Before she knew it she blew up the grimm's head, "Hell yeah! Another strike for Yang!"

Blake fought a group of Creeper type grimm and was able to take them on using her semblance to practically quickly teleport away from her enemy and catch them off guard. "Blake!" Yang shouted waving her hand, "Tag team!" Blake smiled and connected Gambul Shroud to one of the Creepers, she then spun around and launched it towards Yang who cocked back and let her fist fly through its body, "Hell yeah!"

Weiss was able to take care of herself by freezing a group of grimm in place and with a few well placed strikes the ice collapsed along with the grimm inside it, "Way to go Weiss!" Ruby shouted with aw.

Weiss smiled and flicked her ponytail to the side, "Well, I wouldn't be a Schnee if I didn't have such amazing strength."

Behind Weiss a Bullhead hovered and out jumped Team JNPR, "Guys!" Ruby shouted.

"We got your call," Jaune assured, "It's a good thing we did." Jaune looked around, "Okay, Nora take on anything big, Ren help her out, Pyrrha get anything fast."

"Will you be alright?" Pyrrha asked.

Jaune gulped, "Yeah, of course." Pyrrha went off as Jaune said and when the leader turned around he was face to face with a large Ursa...again, "Oooooof course." he sighed.

Peter gripped his head, he had a massive headache from the crash, _Damn, that wasn't fun._ He shook his head and saw everyone fighting the grimm, _Wait! Scorpion!_ Jumping down into the car he searched for the arachnid, "Scorpion, where are you!"

"Over here!" Scorpion coughed as he lifted crates off him, "Damn near got cut in half during that tumble."

Spidey looked around and didn't see anyone else, "C'mon." he held out his hand and helped Scorpion to his feet, "Let's make an entrance, what do you say?" Scorpion smiled and melted a hole through the side of the cart where the two walked out amongst the chaos. Spidey clapped his hands together in anticipation, "Let's beat some grimm!" swinging off to assist his team, Spider-Man left Scorpion to his own devices.

Looking out, Scorpion saw Nora hammering several large Deathstalkers on her own with Ren laying support from a short distance. _Okay,_ he thought, _Gotta start somewhere._ Walking up to Nora he was able to defend her from a claw of a Deathstalker by holding its pincer open, "Hey, you and I aren't so different!" he taunted the giant monster scorpion. Scorpion then fired his acid directly to the skull of the Desthstalker causing it to recoil in pain, "But I'm better." he finished by punching down on its head and crushing it with his strength.

"Wow. Thanks Deathstalker-Man!" Nora saluted

"Wha--It's Scorpion!"

oOoOoOoOoOoOoOoOoOo

High above the city was another Bullhead with another group that was sent in for back up. "I guess we can't catch a break, eh Yatsuhashi?" Coco asked. Yatsuhashi replied with a grunt.

"Do we know what happened?" Fox asked.

"Only that Peter and his team were involved." Velvet replied, "Go figure, trouble follows him like a sick puppy."

"Alright guys, let's make an entrance!" Coco commanded and Team CFVY jumped down to assist.

 ** _Music Cue: Caffeine--RWBY Vol. 2 OST_**

Yatsuhashi landed with a massive thud with Fox and Velvet landing right next to him. The two smaller team members dashed forward knocking down two Beowolves. It was at this point that Peter realized that Velvet was highly experienced in martial arts and he could have asked her for help when he was training. Coco dropped down and observed her surroundings, spotting Spider-Man fighting a Beowolf. She smiled and walked past her teammate Fox and patting his bottom, "Good hustle Fox." walking up she patted Spider-Man on the shoulder, "Hey Spidey, mind if I take over?"

"Oh no, by all means." Spidey stood off to the side and let Coco pass. Coco walked up to the grimm who snarled at her, her response? She kicked him in the balls. "Oh dag!" Spidey grabbed his groin in recoil, "That poor monster."

Though there was a lot of help, the grimm continued to pour out of the tunnel, "How can we keep them at bay?" Ruby asked.

"Did you kids say you needed professional huntsman?" Ruby turned around to see Fred, Maria, Uldren and Hana step out of a vehicle they were using, and Sun and Neptune were with them, "We found your friends on the way here. We'll need as many as possible, right Fred?" Hana asked patting her leader on the shoulder.

Fred put on his helmet and turned to see Spider-Man fending off a King Taijutsu with the Scorpion and Lizard, "...Oh, he's here." Fred said quietly and removed his helmet and weapons.

"What are you doing?" Maria asked, concerned.

"If he can do it, so can I. I do have some of his power after all." Fred cracked his knuckles and took a deep breath, "Alright team, let's do this. Maria you and Uldren flank left, Hana, you're with me to the right. Uldren, I want you on that building taking shots!"

"Got it boss." the group spread through the battlefield and the time to take down grimm was cut in half.

 ** _No no. We are NOT missing this party._** "Agreed. Okay, I think we've been on the save point for long enough. Let's make an entrance." there was a loud crash heard from one of the train cars followed by gunshots that shot a heart symbol in one of the sides and then blown off with C4. Through the smoke walked Deadpool who immediately was sniped by Uldren as soon as he made his entrance.

"Uldren, stand down, he's a friendly. Only grimm!" Fred commanded.

"All you said was not to shoot the kids and any hunters that were assisting, you failed to mention the mercenary." Uldren argued.

Getting up from where he was shot, Deadpool cracked his neck and readied his guns, "Time to show these boys we mean business...with STYLE!" **_Cue the music!_**

 ** _Music Cue: Subhuman (Game Edit)--Devil May Cry 5 OST_**

"Oh yeah." Deadpool sniffed his guns before getting to work, blasting heads off Creepers and filling Beowolves with holes. "Time to switch!" putting away his guns, Deadpool grabbed his katanas and began to slice the Grimm as soon as they entered his vicinity. "Yo, Spidey! Let's show these guys how we do it New York style!"

"Great, but aren't you from Canada?" Spidey jumped at an Ursa and drop kicked him in the face, using his air from the kick Spidey was able to shoot multiple webs to suspend the Ursa in air, "Maximum Spider!" Spider-Man jumped high in the sky while Deadpool did his thing.

"Yes! It's cuttin time!" Deadpool went back and forth slicing both the Ursa and the webbing so that now the beast was just floating in air. To finish it off, Spidey shot webs at the ground and pulled himself and used the force to slam against the Ursa's face with all his might. "BOO YEAH!" Deadpool shouted, "That was badass!"

With Scorpion, he wasn't fairing well. Truth be told he hadn't fought many grimm while he's been here, so now that he faces 3 massive Deathstalkers he was beginning to have some troubles. _Come on Mac, you can do this._ "AGH!" he went to attack one of the Deathstalkers but another grabbed him by his waist and lifted him up. Using its other pincer the Deathstalker clamped down and cut of Scorpion's tail, _Damn!_ Scorpion stared wide eyed as the Deathstalker eyed him. "I ain't dying like this!" using his strength, Scorpion broke the Deathstalkers claw causing it to recoil in pain, he then was able to get some heavy punches on the others before getting tossed into a wall.

He had hit his head, his ears were ringing and his vision a little blurry. He felt a sharp pain in his chest and clutched where it was hurting only to feel a liquid in his hand. Looking down he saw red in his hand and a pipe sticking through his chest, "Damn." he groaned. He grabbed the pipe and ripped it off with what little strength he had, "That aura stuff sounds really good right about now." Scorpion looked out and saw the others continued to fight grimm, the Lizard seemed to be MIA though. He had also spotted Cinder's lackey's _Damn!_ Mercury was making his way towards Spider-Man, _Broad daylight? No way. If someone kills Spider-Man it will be me!_ Scorpion got up and moved as fast as he could. Mercury jumped backwards and Scorpion had just noticed the Deathstalker tail heading for Spider-Man.

Scorpion didn't like Spider-Man, he knew he didn't, but why wasn't he stoppstopping his body? Maybe he knew, he knew that his time was up. He lost almost all his energy and he lost a lot of blood. _Perhaps...Perhaps this is how I go out. I couldn't redeem myself at home so I have this one shot to do it here._ Scorpion thought about some of his earlier encounters with Spider-Man, how the vigilante said he wanted to help him...did he really mean it? Did the kid care so much for a bum like himself that he would be willing to help him get a better life? Maybe it was for Marie or his surely now born child...but something in Scorpion told him that he had to do this for himself.

Scorpion shouldered Spider-Man out of the way and caught the Deathstalker tail. He hadn't caught the tail in time though as the tip of the stinger just barely stabbed into his abdomen. He could feel the poison race through his blood stream, "GYACK!" Scorpion coughed out blood, he felt his body getting weaker, heavier, like he was being crushed by semi trucks. Scorpion fell backwards onto his back dust kicking up and the Deathstalker screeching after being killed by Uldren.

"Scorpion?" Spider-Man rushed to the fallen arachnid and kneeled by his side, "Scorpion!" _SPIDER SENSE!_ Peter looked up and saw more grimm approaching, _Damn, they just don't stop!_ As his thoughts went through the grimm began to be shot down. The huntsman looked up to the sky to see Atlesian ships and Knights drop from the sky to finish ththe job.

"Looks like he got the call" Maria mentioned.

"A little late though." Fred replied as he looked to Spider-Man who was cradling Scorpion in his arms.

"I don't understand," Hana mentioned, "from what I could gather they were great enemies. Why does the kid mourn for the loss of his enemy?"

"Respect, maybe." Fred replied, "A respect that both saw each other as equals while in combat, physically speaking. Or perhaps the kid felt like he could have changed him for good."

"Even the predator mourn for their prey sometimes." Maria finished.

"Scorpion, c'mon say something. Are you okay?" Spider-Man pleaded.

Scorpion coughed some blood, "Nah, I feel...kinda cold. Spider, what I did-"

"Why?" Spidey asked, "Why would you do that?"

"I don't know." Scorpion said quietly, "It was the spur of the moment, but in that moment with my ears ringing and my head buzzing, I swear I could hear Marie telling me, 'Do the right thing'." Scorpion coughed again, "What does it matter, it didn't look like I was gonna make it anyway."

Spider-Man sobbed lightly under his mask, "This is all my fault. I only ever wanted you to change your life, become a better person, and because of me you went and-"

"Now you listen here kid. I don't want no waterworks from anyone, especially you! It's my fault, this is the life I chose. I realized it was wrong...I just realized a little too late I guess." Scorpion paused to cough, "My name...My name is Mac Gargan, I'm from Brooklyn, I have a girlfriend named Marie and she no doubt has given birth to my kid since we've been here."

"Why-"

"I realized we never truly met. So if I'm saying goodbye, I want to say hello."

Peter gulped slightly and he lifted his mask up to where it was resting in his forehead, "My name is Peter Parker. I'm 17, I'm from Queens...and I'm Spider-Man."

Scorpion could only laugh, "No, god damned way. My greatest enemy has been a kid this whole time? Shit. Massive respect for you kid." he laughed some more, "Listen...Peter. I need you to do something. Something important." Scorpion dug into his pockets and dug out the notes he wrote for Marie, "Get home. Find a way back for me. Give these to Marie...tell her...tell her I never stopped thinking about her." Scorpion said as a tear rolled down his cheek. Spider-Man took the notes, a little bit of blood on them, and put them in his pockets, "Kid." Scorpion coughed out, "Why do you do it? Why are you Spider-Man?"

Peter lowered his head, "I didn't know my parents, and growing up that was...hard. My uncle, the man that raised me...he was shot at a local convenience store trying to stop a mugging. I chased down the guy that killed my uncle and found out it was some guy I let get away before. From then on, I stopped thinking about myself, and that if I wanted to help people I had to put them first. So, I remember what my uncle told me, 'With Great Power, Comes Great Responsiblity' and I live by that credo ever since."

Scorpion nodded his head the best he could in understanding, "You and I...we aren't so different. I didn't know my father neither. He walked out when I was little, and my mother was a drunk. I was picked on at school, so I started to hit back." there was a long pause, "Do you...Do you think, that if things were different, and I had a life like yours with a positive role model to tell me the right thing, do you think I'd be like you? Or would I still end up as Mac Gargan, the Scorpion ex-convict?"

Peter paused, "I think...I think there is a hero in all of us. And you proved that today. Despite our differences, you opted to help and then saved me. You were my hero today Scorp--Mac. I only wish I could have been yours."

Scorpion coughed out more blood, "Heh, my vision's getting blurry, I might go soon. Peter, despite our differences, you were always my favorite to fight, regardless of how many times you kicked my ass."

Peter chuckled, "I'm sorry to say Mac, you aren't my favorite to fight...your my second."

Both paused for a slight moment. "Because of Shocker?" Gargan asked.

"Because of Shocker, he's just too easy." Peter admitted. Scorpion began laughing as much as he could.

"Yeah! Screw you Herman! I proved once again that you have become a waste of space!" Scorpion coughed repeatedly, sounding like he was about to lose breath, "Thanks again kid...thanks to you I feel some sense of redemption, even though it was small at least I'll drop into hell with a lighter conscience."

"Mac?"

"Goodbye...Spider-Man." Gargan's head went limp and his eyes closed, Peter checked and his breathing had stopped.

"Gargan! Gargan!" Peter cried, "I'm sorry Mac...I'm sorry! I couldn't hold it. I only wanted to help, not have you get killed." Peter sobbed, even though it was a fallen enemy, Peter felt as if he had just lost an old friend. Peter realized it too, Gargan wasn't a terrible person, he didn't like hurting people, he was a guy down on his luck and he just so happened to have super powers. It's like Gargan said, if the roles were reversed, perhaps Mac would have been a good guy after all.

 ** _Holy crap..._** "Yeah...I think we need to stop pissing around. Because the next volume only gets worse." Deadpool said quietly.

Soldiers came to relieve the students and grab Roman, Peter put on his mask quickly, "Come on...lets go." he said quietly. The Atlas guards came and made note of Scorpion's body.

"What do we do with the Scorpion sir? He's dead." a guard mentioned to Ironwood.

"That's a shame." Ironwood said looking at the floor, "He may have been working for Roman, but he is still a person. As per the request of Spider-Man we will give him a proper burial."

"Sir, yes sir." the guard saluted.

oOoOoOoOoOoOoOoOoOo

The girls, Spider-Man and even Deadpool sat at the edge of the school's cliff overlooking the city, "What a crazy couple days this has been." Blake mentioned.

"Went to an abandoned city, followed a tunnel to the mainland, saved city from grimm." Weiss counted off.

"Lost an ally." Peter said downtrodden. Yang tried to comfort him by holding him close.

"What are you going to do Deadpool, I mean, your boss is locked up." Ruby asked.

Deadpool stood up and stretched his arms, "Oh that's easy. I'm just gonna chill on the school grounds. Can't arrest me if I'm not doing anything right?"

"They could arrest you for being affiliated with Roman." Peter mentioned.

"Ah, ah, ah, they don't have any proof of that." Deadpool said while wagging his finger. The girls chuckled at his antics.

"So, what do we do tomorrow?" Ruby asked.

"Well, we could start training. The Vytal festival will be coming up soon." Weiss mentioned. The response the team gave was Yang leaning back exhausted after today and Zwei lay down on her stomach. "But, maybe we should get some rest first."

"Oh, yes definitely/I could sleep forever!" were the responses given by the team as they walked up to their dorm.

Deadpool stayed behind and stared up at the sky towards Ironwood's Warship, "How will things play out I wonder? Will we stick to canon, or will us being here mess everything up regardless. Either way, it'll be one hell of a finale." Deadpool formed a finger gun and pointed at Ironwood's ship, "Bang." **_You know, we were played by Steve Blum once._**

oOoOoOoOoOoOoOoOoOo

Ironwood walked to the holding cells where Torchwick was being held, "He's in there sir, good luck getting anything out of him though."

"Thank you. You are relieved of your duties." Ironwood replied.

"Yes sir!"

Ironwood walked up to Roman's cell and removed the tint so the two could see each other, "Okay, you have told us a lot, but what aren't you telling us?" Ironwood pressed, "Who orchestrated the attack on Vale?"

Roman leaned forward, a sinister look in his eye, "Isn't it obvious?" he asked, "It was me of course! Hahaha!" Ironwood smirked and closed Roman's cell.

"I understand your frustrations." a shadowy figure said from behind one of the cells. Stepping into the light Ironwood could see the man's green jumpsuit and goggles, and of course his four metallic arms. "So much information that you know is there, but they just won't give."

"Why are you here Otto?" Ironwood asked.

"Why, I'm thanking my new benefactor of course. Truly this is friendship that shall last a lifetime."

Ironwood stepped to Octavius so the two stood face to face, "Remember this Otto, I help you until you build that device. Then, you get you and your band of freaks and you get the hell off my planet."

"Of course, of course and I wish for nothing more. There is just a few problems." Otto mentioned.

Ironwood sighed, "Yes, Scorpion was killed defending the city and some reports given by those there say that he saved Spider-Man. As for the Lizard...he is nowhere to be seen. It seems he escaped mid-battle, my men believe into the sewer just by judging off the claw marks."

"Hm, pity, but no matter. I will find the Lizard soon enough. Everything should be fine as long as I get my lackeys." Otto pressed with a wide grin.

"Yes, they, like you, will be on a shuttle to Atlas first thing in the morning. They will be your bodyguards only and will stay with you until you leave. My men will gather all the materials you need until then."

Otto placed a hand over his heart and bowed, "I wouldn't have it any other way. Thank you for your cooperation, General." Ironwood nodded and walked out of the room leaving a smiling Otto Octavius.

 **To be continued...**

 **A/N: Here you guys go, you deserve it for being patient. A little behind schedule but that happens.**

 **Hey, anybody here got Grimm Eclipse on Xbox? Let's play sometime. The servers are practically dead and the game is better with at least another person.**

 **Okay guys there it is my dude(ette)s. It took some time, but I was able to get it before May. Now the next story I'll be working on will be my Ben Reilly fic, that needs an update. As for this fic, well, there's two options...either we go straight to volume 3...or we do Grimm Eclipse (which is technically canon to the story) if that happens I'd like someone to play with me so I can get a feel for the "story" that Grimm Eclipse has. Or of course we can just do Volume 3 and just play GE for shits and gigs.**

 **Anyways, just like always, remember to leave me a review, ask questions and I should get back to you, if not from a PM then through the next chapter.**

 **Okay, laters!**


	44. Check Your Vytality

**Check Your Vytality**

Peter stood in front of a cross. An unmarked grave, the final resting spot for the Scorpion. Next to him stood Deadpool wearing a black suit and tie as they mourned the loss of the villain. "I know what he did was wrong...but he didn't have to die." Peter said as he clenched his fists, "All I ever wanted to do was help Mac, to put him on the right path because I knew he was just a guy dealt a bad hand. I figured, if I convinced him to do the right thing he would have a better life. But the second he decides to do the right thing of his own will, he saves me and sacrificed his own life..." tears dropped from Peter's eyes as Deadpool stayed silent, "so now because of me his kid won't know his father...and I couldn't get him home." Peter and Deadpool embraced for a hug as Peter sobbed into Deadpool's chest, "I don't know what to do Wade..."

"You do what he asked you to do." Deadpool said seriously, "You get home, you find Marie, and you give her his letters. Then you'll tell her exactly what happened and how, in the end, he was a hero."

Peter looked into Deadpool's mask, his eyes red from the tears, "She's going to blame me for everything." he sobbed, "And she'll be right!" Wade held Peter and tried to comfort him. **_What do we do? Do we just...like...accept fate?_**

"You did all you could Pete, don't let anyone tell you any different." Deadpool looked up to the sunset rise and saw a group of birds flying in the direction of the rising sun, "So, we're finally here, huh?"

oOoOoOoOoOoOoOoOoOo

Ruby stood along a cliff as she face the headstone of her mother, Summer Rose: "Mom," Ruby started, fidgeting her feet, "I'm following in your footsteps. I joined Beacon, two years early even! I'm on the same team with Yang. Man, we have so much fun together, and we get into some crazy situations with Weiss, Blake and Peter. OH! Those are our teammates. Don't worry, Peter is the only boy on the team. It was awkward at first, but he's nice and he doesn't do anything." Ruby thought for a moment, "Well, I mean, he dresses up in tights and fights crime at night as a vigilante called 'Spider-Man' but he's good I swear! He and Yang are dating now actually." Ruby smiled lightly and kicked her right foot back and forth, "I hope they're together forever, I always wanted a brother. Plus, Peter brings out the absolute best in Yang...which is countered when Yang can sometimes bring out the worst in Peter..." Ruby checked her surroundings before leaning closer to the headstone, "he also tells VERY bad jokes." Ruby took a breath as she thought of what else to say, "We've had a crazy adventure this year, and it's almost at an end, but not before the Vytal Festival! We are gonna kill it out there! We have Peter filling in for Yang in the first round then he's opting out, I guess he didn't want to make it unfair for everyone else. It's because he's super strong, I mean, he told me he stopped a train once, but judging by what happened a couple of weeks ago, ehhhh...I think he was exaggerating." Ruby chuckled, " _Ahem._ That was a joke." Ruby smiled and got back on track, "Dad's doing missions again, I think he's finally getting over...everything that happened."

"Ruby! Come on, you'll be late!" Ruby turned around to see Taiyang standing with Zwei waiting for the hooded huntress.

"Gotta go mom! I love you!" Ruby ran up to her dad so that they could make it in time for the tournament, _Now mom, it's my turn._

oOoOoOoOoOoOoOoOoOo

At the gates of the Vytal Coliseum Deadpool faced Peter who still looked down, "Hey," Wade rubbed the back of his head, nervous about what to say, "Ummm...look, this is usually where the adult gives like fatherly advice...and I know I'm not your guardian or anything, but..." Wade sighed patted Peter on his back, "your like, the closest thing to family I have. Good luck out there today. Don't overdo it, but...you know, don't let them take a mile either. And have fun, yeah?" Peter looked up at Deadpool and gave him his first smile of the day.

"Thanks Wade, I...I really needed that." the two bumped fists and Peter walked down to where he would meet up with the rest of his team sans Yang who was in the stands with embarrassing cutouts of the teams heads that she and Deadpool would be holding, _Hell, JNPR may join in on the joke too!_ Peter thought with a blush, _Man, that's embarrassing._

Peter walked into the tunnel where Ruby, Weiss, and Blake were waiting for him. "You're late." Weiss said with her arms crossed, her typical scowl on her face.

"Sorry." Peter said rubbing the back of his head, "But I'm here now right?" he gave a feint smile.

Weiss sighed and flicked his forehead, "Honestly, you're going to be late to your own wedding if you don't change."

"Marriage?" Peter asked, a blush forming on his face, "Why are you talking about marriage? Yang and I haven't discussed marriage!"

Blake chuckled, "She didn't exactly mention Yang though, did she Peter?"

Peter's face became even more red now, "Does this mean you've been thinking about it Peter?" Weiss said with a smug grin, "How cute." Peter gulped, _That was the most condescending 'How cute' I've ever heard in my life._

"Enough chit chat! They're announcing our names!" Ruby said as she pushed her group out of the tunnel.

 _"Ladies and gentlemen, introducing the next match!"_ Professor Port, one of the announcers called out, _"Representing Beacon Academy we have the Uncanny team RWBYS! A specialized five man team with their leader RUBY ROSE!"_ the crowd cheered as the four stepped onto the stage.

"Actually, we're a one man team," Peter shouted out, "because I'm the only guy. The rest are girls!" Peter recieved a groan from his team and quite a few audience members, but also a few laughs from others, "Thank you humble fans for laughing at that joke, I've had that prepared for months."

 _"And representing Haven Academy is Team ABRN!"_ Oobleck, the other announcer called out, _"Welcome Arslan Altan, Bolin Hori, Reese Chloris, and Nadir Shiko!"_

Peter studied the team as they walked onto the stage, they seemed weird, but he wasn't one to talk. The leader, Arslan, was a dark skinned woman with long blond hair. Her clothes reminded him of Tien Shinhan from Dragon Ball. Looking at her, he didn't notice any weapons, and judging by her clothes and the definition of her muscles, she was definitely a skilled martial artist _, I should get her._ he thought. Next was next was Bolin Hori, the guy reminded him of Ren looks wise, in the hair at least. As for his clothes, he kinda looked like a mixture of Akuma from Street Fighter and Scorpion from Mortal Kombat. the orange robe reminded him of Scorpion, while the bead necklace reminded him of Akuma. His weapon was a staff, _Long reach, Weiss's Myrtenaster would be too short, she'd take too many shots, Blake could be ideal for close quarters, her semblance would really help. But...Ruby has the longest range and the best speed. I'd say she's best fit._ Reese Chloris, the lone female. She was the tomboyish type, long spiked hair parted to one side, eye black on her cheeks, loose purple and pink athletic hoodie and shorts, knee and elbow guards and her weapon: a hover board. _Geez, this chick is ready for the X-Games. Better speed I would think. Weiss or Blake would be a good match for her._ Last but not least...maybe, was Nadir Shiko. He looked to be the heavyset type, probably the muscle. He had slicked back pink hair with black on his sides, his complexion was quite dark and his outfit was a black shirt with a yellow and gold jacket and black sweats combo. Peter than looked at his weapon and frowned, _Assault Rifle? Really? So he's the mid range? Or technically long range since his goes furthest? I would have Weiss go for him but...maybe I should go for him and Blake should go for Arslan, Weiss to Reese and Ruby stays with Bolin._

 _"And the battle begins!_ Oobleck shouted shaking Peter from his thoughts.

"Wait, what?" Peter looked around and saw the arena had shifted into two separate bioms, one ice and one heat related, like a volcano. "Well, none of these are my forte. Guess that's just the 'Parker Luck' kicking in."

"Alright, they're mostly close ranged, so we'll take them head on!" Ruby yelled. "Blake! You should get Reese, your skill with both swords and your adaptability to air opponents will be optimal!" Blake nodded and headed towards the girl whom led her to the ice fields. "Peter! Go after Arslan, she looks to be the strongest physically. You are able to counter that with ease!" Peter nodded, _Okay, I'll trust Ruby because she has good battle instincts._

Peter then followed Arslan to the volcano biome, "Oh, come on!" Peter complained already airing his shirt to cool down, "I don't suppose you're hiding ice packs in that outfit of yours right?

Arslan cocked an eyebrow and pulled out an Ice Dust Crystal from between her cleavage, "A woman needs to be prepared." Peter would ask, but he was afraid of the answer.

"Weiss, you and I will take the other two!" Ruby commanded and Weiss nodded getting her Myrtenaster ready. "Let's go RWBY!"

Peter blocked a punch from Arslan and misdirected another, "Um...Where do I fit in to that name?"

"Y for Yang's Boyfriend!" Ruby said with a chuckle.

"Oh, great, I've been demoted from main character to add-on." Peter joked before letting his guard down for a moment to get a strike to his jaw, "Ahh!" he held face and spit out some blood, "Hey, when I'm making jokes, I'd appreciate it if you wouldn't ruin my bit!"

Arslan smiled at her opponent as he had taken the hit like a champ, "I commend you for being sturdy enough to withstand a punch of that power."

"Uh, thanks...I think, you're strong too?" Peter shrugged unsure how to take the compliment.

Up in the stands, Deadpool pulled out his scroll and handed Yang an ear bud, "Fight music?" Yang smiled and gratefully took the ear bud, "Let's rock, baby."

 ** _Music Cue: I'ts My Turn--RWBY Volume 3 OST_**

Over with Blake, she was chasing down Reese who was weaving in and out of the ice stalagmites. Reese smiled as she saw Blake was inferior to the ice, so she charged with her hover board and tried to ram the Beacon student. Blake used her semblance to make clones and move for counters, but Reese was able to flip the board and block the attacks. Reese got off and tossed the board at Blake like Pyrrha would toss her shield, but Blake knocked it back. Reese smiled as she hopped back on her board and attempted to ram Blake again. Blake stood completely still and avoided by using her semblance and Dust to make an ice clone and distract Reese long enough for her to send an upward slash to the Haven student. Reese's board seem to break in half, but it actually turned into twin pistols. Reese grabbed her guns and tried shooting Blake on her way back to the ground, but when she landed her feet slipped from underneath her and she landed hard on her ass, "Bad landing strategy." Blake said with a grimace.

Back with Peter, he avoided a punch from Arslan and countered with strike to her gut causing her to recoil slightly, "Hey, you aren't too bad," Peter complimented, "you know, my girlfriend also has blonde hair. I think you two would get along well...she also likes to beat me." he chuckled, "Uh, but not in the abusive way, in the playful way."

"Oh, I could've sworn you were going to say 'in a sexual way'." Arslan shot back making Peter lose his guard from the retort. Arslan took that chance to get a shot off on Peter, but when she punched him she felt a sting shoot up her forearm. She waved her hand trying to get the pain to stop, "Well, you are definently MUCH sturdier than you look." she used a grappling rope hidden within her sleeves to wrap around Peter's leg, _Well crap._ she then spun him around and slammed him to the ground, "Heh, I suppose I'm like that Spider-Man guy you Beacon Students are so fond of." she said with a smile. _Oh, so that's what it feels like._ Peter struggled to get up due to being knocked onto the ice biome giving Arslan a chance to Cobra Strike him. Peter used the slick surface to his advantage however and performed the splits and lifted Arslan up by her hips like she were a ballerina, "What the-?"

Peter slowly got up still holding onto Arslan like he was Patrick Swayze in "Dirty Dancing" followed by slamming her to the ice with enough force for it to crack. _"Oh, and a massive slam by young Peter Parker!"_ Port announced.

 _"Yes, Mr. Parker is always one to not be taken lightly,"_ Oobleck added, adjusting his glasses, _"though his small stature, the gauntlets around his wrist are said to give him the enhanced strength to rival even some of the strongest opponents. He is also credited for breaking the armor on a Deathstalker during initiation."_ the crowd responded with applause.

Arslan looked up to Peter who gave her a cocky grin, "Arslan?" he asked, "More like, you Arslamed..." Arslan cocked an eyebrow in confusion, "Yeah...that wasn't my best."

Yang pinched the bridge of her nose trying not to laugh at Peter's failed joke, "Oh, sweety, at least you tried."

 ** _Not the last time she'll tell him that, I'm sure._** "And that's all we can ask for!" Deadpool added. Arslan growled and got back to her feet and faced Peter again in close quarters.

Nadir hid behind an ice stalagmite and had his sights aimed on Peter. Peter tossed an ice chunk in the air and the light bounced off it and blinded Nadir from taking the shot. Once Nadir regained his sight the stalagmite exploded behind him and encased him in ice. "Got your back!" Ruby shouted.

"Who's got yours?" Ruby turned her head to see Bolin give a cocky smile while twirling his staff for intimidation. Unfortunately, being cocky was his downfall as Weiss formed a glyph to Bolin's side and kicked him through it.

"My BFF, of course!" Ruby cheered.

Weiss looked at Ruby who came up for a high five, "No." and declined her immediately before getting back into the fight.

Ruby didn't let the gesture get to her as she still gave a fist pump, "Yesss." she quietly cheered. Ruby ran up to join Weiss in the hunt against Bolin. Weiss sent glyphs and ice shards, which Bolin dodged, and Ruby used Weiss as leverage to get a overhead slice against the Minstral student. Bolin blocked the attack and muscled Ruby backwards so she was next to Weiss. Weiss huffed in annoyance and charged Bolin, but he was fast enough to avoid both Weiss and Ruby, "Oh, come on!" Ruby shouted. Bolin smiled and broke off Fire Dust from the arena and tossed it to his teammate, Reese.

Reese smiled as she injected the Dust into her board causing it to change color. She then retreated from Blake to unfreeze her teammate, "Hey, quit standing around." she teased. Blake followed her and along the way during the chase there was a brief conflict where it was a 2v2 as Reese and Arslan met up to fight Blake and Peter. "How are things on your end?" Reese asked Arslan. Arslan grunted in annoyance as Peter dodged her attacks using what looked to be figure skating moves, "Frustrating, got it."

"Pete, how are things on your end?" Blake asked. Peter skated slightly backwards as he caught Arslan's hand and turned their fight into a skate routine where he twirled her in place and made her lean back. He then grabbed her upper leg, brought her close and turned the dance into a suplex, "You're having fun, got it."

Peter crouched as he waited for Arslan to get onto her feet again. _"Ah, yes, as expected of Mr. Parker, he prefers to take on his opponent when they have a chance to fight back!"_ Port mentioned, _"As he sits there and waits for his opponent to get onto their feet he shows both recognition for his opponents skill, while simultaneously mocking them for losing to him. This tends to go one of two ways, either the opponent loses all cool and messes up their attacks, or they lose all cool and land a solid hit in Mr. Parker. Not that it will make or break the fight, but it has garnered him the nickname amongst some of the other students as 'King of Smack' both for his taunting and for when he takes a hit leading to the bruises he'll have days later_

Peter looked up from where he was crouched and frowned lightly, "Do I really have that nickname among the other students?" he asked. He then jumped back an attack and used the slippery surface to moon walk, "Just kidding, I own it!" he then struck a pose reminiscent of Micheal Jackson standing on his tip-toes.

Arslan smirked and attached her grapple rope to Peter's arm, "Let's go for a ride." she then began to tow Peter along as she slid along the ice. Peter didn't seem to be too phased by this as he just matched her by keeping balance.

Reese followed Blake through the ice and tried to ram her again, now enhanced with flames. Blake avoided the attack using her semblance. _Better get a better vantage._ Blake thought. She used her hook feature to attach to a giant ice stalagmite and hooked herself around the corner. When Reese followed her around the corner she saw Blake standing still, her back faced to the Haven student. Reese smiled and charged forward without thinking, but what she hit was actually a clone. Reese's eyes widened as she saw the hook part of Gambul Shroud attach to another ice stalagmite and straighten to create a clothesline which knocked Reese off her board. Blake then jumped from behind and knocked Reese out of the arena.

"Blake!" Peter shouted, "Grab me that board!" Blake quickly hooked Reese's board and took it with her.

 _"Oh, and a double whammy for Reese Chloris, being knocked out of the ring AND losing enough aura!"_ Port announced with a laugh. Reese looked at the board and slammed her hand to the ground in anger. She then looked to the board to see Blake throw Peter HER board for him to use against her opponent Arslan.

Peter grabbed the board in mid air and jumped on instantly and turned his tow into a wake boarding session, "Ride 'em high!" he shouted as he jumped off a ramp and did a kick flip, "WOO! Tony Hawk be damned!" **_He was in a Tony Hawk game._** Yes...I know, so was Wolverine, Captain America, Ironman, Darth Maul, etc. **_And Shrek._** Yeah...and Shrek.

Weiss was able to trap both Nadir and Bolin in giant ice fist, which then turned into a rolling boulder. Arslan saw her teammates in trouble and groaned in annoyance, "Dammit." she let go of Peter and headed off in a different direction to stop her teammates from going out of bounds. She stopped in front of the boulder and took a deep breath. She waited until the boulder was right in front of her before she sent a massive cobra strike that released her frozen teammates. "Get up, we still can win this."

"Peter!" Weiss shouted making a half pipe. Peter used his continued momentum to ride the pipe with the board and launch himself at the other team doing sick flips in the process.

"Okay, this goes here, and that goes...there, I think?" Peter opened up the slot where the Dust was inserted and kicked the board at ABRN. "Blake!" Blake hooked Peter with Gambul Shroud and pulled him backwards, on his fall he tossed a piece of metal he took off the board in the air and aimed a laser pointer at a specific spot on the piece of scrap. He did this by having the laser pointer Yang uses to sometimes mess with Blake be hidden on on of his web shooters. He aimed at the piece of scrap with his right hand making a finger gun, "Bang." he whispered making a firing motion. Just then Ruby fired off a round directly to the spot he was pointing at and the round ricocheted off the metal and struck the board directly where the Dust was stored, blowing up the weapon right next to ABRN and sending all of their auras past the threshold.

Arslan looked up to the battle board to see her team had all been wiped out, "That was...a pretty good move." she said before collapsing.

The crowd cheered for the amazing display of teamwork by the Beacon students, and cheered even more when they all helped ABRN onto their feet. "Hey!" Reese shouted running up to Peter, "You owe me a board, board thief!"

Peter rubbed the back of his head, "My bad. Got caught up in it." Peter pulled out his wallet and began counting Lien, "Cash only? Or what?" Reese was a little surprised that Peter was giving her money right away. She looked at her board and saw what was salvageable and what needed to be replaced immediately, "Yeah, I'll bill you for parts." she said with a wink.

"What does that mean?" Peter asked a confused look, "No, seriously, what does that mean? I'd rather just rebuild it myself if it's something weird!"

Yang, who ran down to congratulate her team, put Peter in a playful headlock while running her knuckles along his head, "Fraternizing with other girls Peter? Have you no shame?" she teased.

"What? No, I wasn't--I don't even know what's going on!" Peter said trying to figure out his situation.

"Oh Peter," Weiss sighed, "you dense moron. She's only teasing."

 _"Well, you saw it here first_ _folks,"_ Oobleck announced, _"Team RWBYS is moving on to the next round!"_

Ruby looked at her teammates and the the glee they all had for moving forward to the second round. Ruby jumped in the air excitedly, "YEEEEEEE-"

oOoOoOoOoOoOoOoOoOo

"-AAAAAAAH!!!" Ruby came down from her excitement with a growling stomach, "Oh now I'm hungry."

Peter looked around at his surrounding, confused on how the group changed venues, "Did we teleport? How the hell did we get out here?" Peter whispered to himself.

"Well, it's a good thing we have stalls around us." Weiss pointed out as the gestured to the various food stalls on the fair grounds where the group currently was, "Why don't you pick one out," Weiss dug into her purse and pulled out a credit card, "my treat." she said with a wink. Weiss heard her scroll beeping and looked to see who it was, Peter noticed she immediately hung up and put her phone away.

"Ruby!" a voice called out. The group turned around to see a tan skinned girl with emerald green hair, a green tube tope a white vest, and white pants with what Peter assumed where chaps over them. _Who the hell is this chick? How does Ruby know her?_ "I think you dropped this." the lady handed ruby her wallet, "Great job on your team getting to the next round." the girl said with a smile.

"Emerald!" Ruby shouted out, "Oh, how did your team do?"

Emerald thought for a quick second, "We did fine." she looked at Peter who seemed to be giving her odd looks, "Oh...I don't think we properly met, I'm Emerald, my friend, Mercury, fought your friend, Pyrrha Nikos."

Peter held out his hand and shook hers, his Spider Sense blaring the whole time, "Peter." he said firmly.

Emerald's eyes widened slightly, "Oh, you kinda sound like Mercury."

"So," Ruby said with a smile, "we're about to eat, do you want to join us?"

"Oh, gosh, that's sweet but..." Emerald looked back to Mercury, her teammate, sniffing a leather boot, _Oh, I remember now._ Peter thought, "my teammates are a little...introverted." Emerald looked back to the team, "So it looks like Merc and I are heading to the doubles. What about you?"

"Well as leader..." Ruby started.

"It was my idea." Peter pointed out.

Ruby looked around nervously, "Uh, well, yes, but as team leader I agreed that Yang and Weiss should be the next to go."

"Oh," Emerald said in surprise, "Not your other heavy hitter?"

"I opted out, don't want to hit too many girls." Peter said with a cocky smile.

"Hm, but what if your opponents are guys?"

Peter scoffed, "Did I stutter? I know what I said." he looked over to Mercury, "Besides, wouldn't want to hurt your boyfriend." Emerald forced a grin.

"Well, we'll see you later!" Ruby said as the team headed off to another stall.

"Bye!" Emerald turned around and frowned immediately.

"So, how's your new 'friends'." Mercury said with a hint of sourness.

"I hate them." Emerald said slumping her shoulders. Mercury shrugged in response as the two walked in the opposite direction, "It's just, how can they be so happy ALL THE TIME! Ugh! And don't get me started on that Peter guy. He is such a prick! All he does is talk shit to people and expect them to think he's the alpha and omega."

"Hm, I don't think he's that bad." Mercury replied, "Plus, he and I have almost the same voice. There were times I thought there was an awkward echo in the locker room because of that guy. It's like we're the same person, but from alternate universes."

"You're an idiot." Emerald replied with a groan.

Off in the distance, Deadpool watched Mercury and Emerald with a keen eye, "Parker knows yeah?" **_He's at least aware of them. He definitely has suspicions on Emerald._** "Hm...Yeah." Deadpool bamfed away from the tent he wss sitting on and ended up in the stool at a ramen stand. "Not necessarily where I meant to go, but still effective." **_Belt's malfunctioning again?_** "Yeah, bound to be defective by the sequel."

"Wade?" Deadpool turned to see Peter and his friends sit at the ramen shop, "You feeling hungry too, huh?"

"Yeah, but everytime I eat I end up with leftovers. The food just doesn't go through the mask."

Peter shook his head at the merc's antics. "I'll have the regular please." Yang said as she was given a large bowl with all noodles.

"Oo," Ruby drooled over Yang's food, "I'll take the same!" she too was given a large bowl off mostly noodles.

Peter looked at the bowls worriedly, "Um...Carbohydrates burn through your body faster than protein, so I want 1/3 Noodle and 2/3 meat." Peter was then given a large bowl with a mountain of meat on it, "Thank you much!"

Weiss looked at the menu with squinted eyes, "Do you have anything with low salt or..." a large bowl with mostly noodles was then given to her, "Oh."

Blake just looked at the chef knowingly and he gave her a large bowl of fish. Peter chuckled as he saw Blake's eyes light up in ways he didn't know were possible for her. Weiss smiled and handed over her credit card to the man, "So Weiss, what's the occasion?" Yang asked.

"Oh, just consider it a thank you for sending me to doubles." Weiss replied with a large grin. Weiss's grin faded when her card was thrown into the table and the stall worker pointed to the screen which read 'Declined'. "What?! How is it declined?" she held her head in shame, "I was barely into my monthly allowance." Blake tried to hold her bowl, but it was quickly taken from her leaving her crying on the table. _It's a miracle she wasn't found out to be a faunus sooner._ Peter thought.

"Maybe I could help?" the voice of a goddess, the savior of Team RWBYS hunger, Pyrrha had come with her own money.

"Pyrrha!" Ruby shouted with joy.

"Oh, you don't have to." Yang added.

"But she could!" Blake retorted, nearly breaking the table.

"Really, don't." Peter replied, "At least...wait." he dug into his wallet and lulled out cash, "I can get Yang, Ruby and myself."

"Awe, paying for your girlfriend, how sweeeet!" Yang said as she rubbed her face against Peter's.

"And future sister!" Ruby said as she hugged Peter from the back.

"Guys, future is later, the present is today." Peter said trying not to be thinking about the idea of marriage.

"I'll get the heiress and Blake." Deadpool said as he swallowed down what looked to be an alcoholic beverage. He tapped the table to get the stall man's attention and pointed to Weiss and Blake and the man nodded. .

"Well, even though you don't need our help anymore, why don't we join you?" Pyrrha suggested.

oOoOoOoOoOoOoOoOoOo

The next ten or so minutes consisted of the two teams laughing, talking about the journey that brought them to this point, Yang teasing Peter, and an eating competition between Nora and Peter--loser has to buy the bowls...Peter won, Nora nearly cried, Pyrrha paid for the food in the end. "Ugggh..." Jaune groaned, "Why did I eat so much."

"Are you sure it is wise to eat before a fight?" Ren asked.

"Of course!" Pyrrha assured, "It will give us energy!" Nora replied with a loud burp.

Jaune groaned again, "If I barf I'm blaming you."

"Pyrrha, I didn't know you could transform into a Bullhead." Peter joked. Jaune tried to laugh, but he still groaned.

"Oh, oh, aim it at the enemy!" Nora said with glee.

"Nora!" Ren said almost disgusted, "Well, if the feeling arises."

"Got it." Jaune gave a thumbs up.

"Well," Pyrrha got out of her seat and stretched her arms, "We should get going."

"How do you feel about the match guys?" Ruby asked.

"Yeah, is your skin crawling yet?" Peter added.

"Oh pa-lease!" Nora assured, "He have a world renowned fighter, what's basically a ninja, I can bench five of me...Jaune." Nora's answer made Peter choke slightly on his drink, "Our weapons are awesome, we've been training all year, Glynda hardly yells at us now...Jaune!"

"You gonna take that lying down?" Peter asked with a grin.

"She isn't wrong." Jaune replied.

"Relax," Pyrrha assured, placing a hand over Jaune's shoulder, "At least we have a regulated match and not a fight against...well, murderers." JNPR looked across the table to Deadpool who peeling the sides off his paper currency.

"What are you doing?" Weiss asked.

"I don't like the crust on my bread." he replied with the driest delivery Peter had ever heard. Peter found this to be overwhelmingly funny and choked on his drink again.

"No worries," Yang reassured, "we've all faced worse."

"Let's see, grimm invasion, vicious terrorists, a destructive sociopath..." again Team RWBYS and JNPR stared at Deadpool who was looking down the barrel of his pistol to see if it was clean.

"You, uh...got anything to say Wade?" Peter asked.

"Nah, I own it. I know what I'm about."

"Not to mention we did that while still in training!" Ruby smiled, "I can't wait until we graduate!"

"Maybe then I'll be able to pay for a meal." Weiss mumbled.

Peter patted his teammate on the shoulder and looked into her eyes, "I know how you feel. I didn't have a lot of money, actually almost half of my paycheck goes to my aunt to help pay for bills. Sometimes I have to skip food while on patrol just so I can help out still." Weiss looked at Peter with better understanding of him now...she didn't want to live like that! That sounded horrible, "Sucks, doesn't it?" Peter asked, "Now the poor man is paying for your food. My, how the tables have turned." Peter sounded almost threatening to Weiss, she didn't know what it was, but his last words really struck a chord with her, "How cute..." Peter said with a cheeky grin. _That's the most condescending 'How Cute' I've ever heard_. Weiss thought.

 _"Will Team JNPR please come to the battlegrounds...immediately._ Port commanded.

 _"Yes, like they were scheduled to do...Several minutes ago!"_ Oobleck added.

"Good luck!" Peter called out, "We should get some seats, yeah?" Peter asked and the girl's nodded, "Hey Deadpool, you-" Peter looked up to see Deadpool was nowhere to be seen, "Oh."

oOoOoOoOoOoOoOoOoOo

 **Deadpool...**

Deadpool sat down in a seat in one of the middle rows of the stadium. "So...what do we do?" **_Well...we can't just do the JNPR fight, that would be boring. I mean, we have to assume the audience has seen RWBY already._** "Should we...just cut to us to give a synopsis of what happens?" **_I suppose so._** "Huh...so volume 3 is gonna be like 5 chapters then. It...kinda has a bit of filler. Like, none of the characters learn anything during the fights until the-" **_WOAH! SPOILERS!_** "What the? You just said that-" **_Just wait till we get there._** "So...next chapter?" **_Yeah, synopsis and then...Uwah...Winter._** "Oh, Winter is coming...and so am I!" **_This story is still rated Teen, I'd like you to remember that._**

 ** _To be continued..._**

 **A/N: Fuck me, I'm tired. Final volume. For those of you who expected Grimm Eclipse next...well, I thought it over and realized it wouldn't add much to plot as the final boss gets merced anyways. SO, I think I may do it as a side story later down the road. But don't worry, this story is almost at the climax...for some it will be the end of the story, for others it will be when Winter shows up** , "Heyyo!" **Yeah.**

 **Okay, well, I should be back soon, I'm hoping to be done before Summer. Then I will finish my other story. We're almost at the final stretch guys, finally, my plan will be seen as I have been imagining it for 2 years now. I hope you guys will like the ending, and I know it's soon, but thank you for staying with this story for this long.**

 **Till next time, so long sheeple.**


	45. Brawl Together Now

**Brawl Together Now**

 ** _Annnnnd, we're back!_** "Oh, thank God!" Deadpool adjusted himself in his seat trying to find a comfortable position, "Okay, let's watch some kids kill each other." Deadpool looked out onto the arena to see team JNPRs match against Team BRNZ of Shade. **_Okay, so recap in case people who haven't seen Volume three in a long time can't remember. The writer is watching it as he writes actually._** Hey, piss off! **_Right, so Team BRNZ, pronounced bronze like the Bronze Kneecap not like Burns like Mr. Burns, is a team from Shade academy. JNPR honestly makes this fight a joke. They act like it's tough but that's because Jaune overcomplicates the plan of attack and makes awkward mistakes. Though, to be fair, it is also the fault of his team for not remembering the basis of attack names which is something they should have figured out in the first semester!_** "Yeah, no doubt," Deadpool agreed with a mouthful of popcorn, "the team really seems like they haven't learned much since they are first seen and I feel the only reason this is done is to add comedy to the situation. I mean, we see Nora one shot the whole team essentially. So it isn't the fact that they don't have the needs, it's more like, they try to draw out the fight on purpose." **_Gotta get that runtime in somehow._** "Pfft, coulda used that time for the Raven fight that was planned for V3." **_Hey now, past is in the past. Let's leave it at that._**

 ** _Okay, so to explain Team BRNZ (not sure why, the author is literally just gonna abridge the fights by having us commentating the whole time) there are four members, 3 dudes and a chick._** "MMF! A sniper at that! Mad respect." **_Right, so in order the team consists of: Leader Brawns Ni..._** Oh Jesus Christ. I just realized what his name is. **_Who, "is a young man with dark purple eyes and short black hair with his hair slicked toward his left side. He wears a top that consists of gradients of gray and purple, scarf, black pants with bronze kneecaps and a dark purple scarf that wraps around his right leg and black boots." (RWBY Wiki)_** **_He fights with...claws that are attached to his hand. Huh, Miles and Karry really wanted that Wolverine character didn't they?_**

"Oh, citing sources? Classy." Deadpool chuckled, "Besides, who cares what weapons he used, he wasn't seen again."

 ** _Next is Roy Stallion,_** "He's the first pick when it comes to breeding with the lone female member." Dude...come on. **_This dude fights with weird saws on his wrist. "Roy is a young man with green eyes and brown hair styled in cornrow dreadlocks tipped in gold clasps. He wears a green vest buckled closed on his left shoulder, over a black T-shirt and loose white pants rolled up to his knees. He also wears a pair of fingerless gloves with white armor pieces that are the holsters for his weapon and olive canvas sneakers." (RWBY Wiki)_**

 ** _Nolin Porfirio, he uses a Cattle Prod as a weapon._** "Cattle Prod? Who decides on these weapons?" Yeah...I mean, he could just be like those goons in the Arkham games and be an annoyance, but when it comes to Grimm I feel like all he would do is piss them off. **_"Nolan is a young male with messy dark red hair and pink eyes. He wears a deep sky blue jacket with a black hood and rolled up black sleeves, open over a white shirt with long, rolled up sleeves. A pair of sunglasses with pink lenses hang from his collar. He also wears a pair of ripped burgundy jeans, black shoes and black finger-less gloves." (RWBY Wiki) what a hipster._**

 ** _And, lastly, is May Zedong, the sniper. "May is a young girl with light tan skin, dusky rose hair and gray-blue eyes._** **_She wears a red and white jacket over a white shirt with blue tracksuit pants and a distinctive black beanie that covers her left eye. She also wears a large black scarf and red canvas sneakers." (RWBY Wilki) Okay, that's it. You know who JNPR are, so let's get to the-_**

 _"And_ _with that, it appears Team JNPR wins by knockout!"_ Port announced, _"Um...literally. Someone should go make sure they're alright."_

 ** _We just missed the entire fight. Why?_** You were monologueing, what did you expect? "Time doesn't stop when we explain things?" _Pfft!_ No! That's why I was letting you role with it. Thanks for the abridged recap by the way. "But the audience won't know what happened!" **_Nora hits all four with a hammer and they fly out of the ring._**

oOoOoOoOoOoOoOoOoOo

 **Elsewhere...**

On there docks there sits a bar called "The Crowbar" inside said establishment sits a man with messy slicked back hair, slight facial hair, black shirt and white jacket and black pants and boots. But his most distinguishable item of clothing was his red cape. He looked up at the screen to see the final hit of the JNPR match and knocked back the rest of his drink. The bartender...tending the bar, wiped a glass clean, "Those kids weren't half bad." he mentioned. The man just grunted and held his glass out for another drink.

oOoOoOoOoOoOoOoOoOo

 **Back at the arena...**

 _"And we're back!"_ Oobleck announced as they came back from commercial break, _"Well, I'm sure that Vacuo fans aren't too proud of that last match and will probably feel the sting for a long time. But there is still hope!"_

 _"Yes very right, Team NDGO of shade is a crowd favorite, but the ladies will have to face some of the toughest testosterone fueled teams that are taking the stage."_ Port added, _"I of course am referring to Team SSSN of Haven Academy!"_ the crowd roared with applause and in the front row were some of Team SSSN's fans who held up posters of the team's faces, except for a girl that held up a picture of Sun's abs. _"Sun Wukong and his team are definitely a force to be reckoned with, and even though he'll be representing Haven, I have a feeling that he has plenty of fans in his home town of Vacuo to cheer him on."_

"Good luck Neptune!" Weiss cheered.

"Woo! Kick some tail Sun!" Peter yelled out.

Neptune waved at Weiss in the stands and turned to face his opponents: Some of the most beautiful women he's ever fought. So uh...You want this Wade? **_Piss off. We'll abridge it, but we kinda want to watch this time. Dick._** The leader, Nebula Violet has lightly tanned skin, indigo hair brushed over to her left side, and olive eyes. She wears a high-necked, tight-fitting gray shirt, along with a long, light blue coat. She also wears a leather bandolier with a shoulderpad on the right, which also appears to hold her weapon. She also wears gray pants and dark gray boots. Her weapon of choice is a Crossbow.

To Nebula's right was Dew Gayl. Dew has tanned skin, dark blonde hair swept to the left, and violet eyes. She wears a sleeveless green dress with an asymmetrical hem, what appears to be golden scale armor underneath her dress that covers her chest, neck and left arm, a lighter green sarong tied around her hips, and a golden pauldron. Two thin chains loop from the front of her pauldron and around her torso to the back. She also wears a pair of over-the-knee scale leggings, the same as her chest armor, armored boots with a small heel matching the pauldron, and a simple chain bracelet with a ring connected to it on her right hand. Her weapon of choice is a spear.

Behind them was Gwen Darcy, she has olive skin, curly black hair pulled back from her face into ringlets, and brown eyes. She wears a black corset dress with a dark gray front, purple hem and purple laces on the back. The upper part of her dress is light gray, with a high gray collar and elbow length sleeved with black cuffs. Her belt is a long purple ribbon edged in gray, with a bow in the back and tied in the front, and connected to the belt are a pair of armor tassets that also act as storage for her weapon. She also wears light gray stockings and pale gray ballet flats, with ribbons around her lower legs. Her weapon of choice are throwing knives. **_Disadvantage. Easily could be beaten by one of the other guys who are even decent with their gun._**

And finally was Octavia Ember. She has fair skin, brick red hair left loose and olive green eyes. She wears a blue waistcoat with two long tails and brown bodice detail. A blue crop vest of the same color is worn over the top. Her skirt is cream underneath an orange open-front layer. She wears a pair of dark blue belts crossed in the front and back, and a pair of silver pauldrons, held in place by a leather belt across her chest. Her shoes are a pair of simple, dark brown boots with a folded top. Her weapon of choice was a dagger.

Neptune looked at the beautiful women in front of him, snapped his finger and gave the finger gun to the ladies, "Ladies." he flirted with a wink.

Weiss's face of support turned into a face of anger, "RIP HIS STUPID FACE, NDGO!"

Peter had to suppress his laughter, "Wow, she jumped wagons real quick." Peter chuckled, "Hey Weiss, if your still peeved later, I have a brother you would TOTALLY get along with." he teased.

"Hmph. Like I'd want to see another one of you." she shot back.

"No, no, that's the best part. The guy is nothing like me. In fact, he's kind of a jerk. He hates my guts, just like you!"

Weiss rolled her eyes and smirked, "I don't hate you THAT much." she looked at him with thought, "Well, maybe if you make dumb jokes, I do."

 ** _Okay fight time. So, just to give an abridged version of the fight, the two biomes chosen are desert and ocean. Neptune however, is afraid of water. The girls seem pretty confident in their skills for both sides. The fight starts with Neptune running like a little chicken shit and the girls attacking 4v3. One of team SSSN, Sage Ayana gets knocked out of the ring in maybe thirty seconds. Sun follows up by demolishing Octavia. The rest of the fight shifted over to the water biome which led to Scarlet losing a testicle or two to some coconuts. The situation seemed hopeless, but Neptune, through the method which made Marty McFly constantly stand up for himself, turned his gun to its trident form and electrocuted the water where the remaining girls stood._** "Oh my god, are they alive?" Deadpool asked.

"Oh my god, are they alive?" Peter asked.

"They'll be fine." Yang assured, "Not everybody has a weak aura like you Pete!"

oOoOoOoOoOoOoOoOoOo

 **Back at the bar...**

The bartender whistled at the finale of the match, "Wow, now that was a match, huh?"

The man at the bar scoffed, "That was a mess." the man himself had a raspy voice, one that seemed to make sense after seeing the three empty glasses next to him. Like you could just look at him and say, 'yeah, I believe he would have that voice'.

"Come on," the Bartender pleaded, "You didn't like them, the Vale kids the fighters before that. What fight are you here for?"

Behind them off above the water an Atlas military transport flew past, the engines roaring. The man glanced back and saw it was a transport used specifically for high ranking officers. He smirked and took another sip of his drink, "That one." the man ststood up quickly and wobbled, "Oh." he caught himself on the bar so he didn't fall over and slammed the glass down in front of the Bartender, "Happy Vytal festival!" he then tossed the Bartender some cash and walked out of the bar.

oOoOoOoOoOoOoOoOoOo

"Woo, that was close." Ruby said as she leaned back.

"Can't believe the dorks made it." Yang smiled, "Though I guess that's how we won too huh?" she said playfully messing with Peter's hair.

"My hands are sticky, I can pull your hair without trying!" Peter threatened.

"I'd LOVE to see you try." Yang said with a wink, calling Peter's bluff.

Weiss huffed and got out of her seat, "Honestly. PDA you two."

"Hey Weiss if you're going can you get me a drink, I have to meet with Deadpool!" Peter tossed Weiss his wallet, which she caught with elegance. She rolled her eyes and sighed, but still nodded all the same. Weiss stopped mid stride causing Ruby, who was following her, to run into her.

"Uh, Weiss?" Ruby asked, "Why'd you stop?"

Weiss's eyes beamed with joy as she looked to the sky and saw a specific Atlesian airship descending upon Beacon Academy, "She's here!" she said with a smile. Weiss rushed to the transport that would take them to Beacon.

"Weiss wait up!"

Peter chuckled, "Well, she seems happier now." he turned back to see Yang giving him a sweet smile, "What? Do I have something in my face?" Yang motioned for him to come closer and Peter brought his ear closer, she then gave a sneak attack by pecking his cheek.

"Have fun! Don't let Deadpool influence you." Yang said sternly.

Peter chuckled, "That sounds like something I'd tell you." Peter ran up to find Deadpool, and what he found was the mercenary sprawled out in his chair tossing handfuls of popcorn in his face...literally, "What are you doing?"

Deadpool threw his hands in the air and launched his popcorn several rows down, "I'm bored! Watching a bunch of kids fight, all for it to end abruptly with no serious injuries? We have that back home, it's called WWE."

"Hm. That's a pretty weak burn. You sure you're okay with it?" Peter asked, unamused by the joke.

"No! But...the damn author has no idea what joke to do. He tried to fit something in there about this being as entertaining as the WNBA but...well, I assume you can guess the backlash."

Peter cocked an eyebrow, "Uh...sure?" Peter grabbed Deadpool and the two left the stadium while Deadpool rambled like a madman about some 'Endgame' and how he was stoked about it. **_Hell yeah! And if you spoil Endgame in the reviews or on social media before the designated 6 month rule just know...I can't do anything, but that's a dick move!_**

oOoOoOoOoOoOoOoOoOo

Ruby ran after Weiss who was rushing to the front of the school. Ruby found it funny how excited Weiss was, it was jarring, but sweet to see at the same time. "Weiss, hold up!" Ruby panted, "What's going on, WHO'S here?"

Weiss stopped, huffing from running from her ship to the transport that just landed, again she smiled, "Winter." the two looked at the transport as a somewhat tall woman, about 5'8 walked off the platform with maybe a dozen Atlesian guards saluting her as she passed.

"Winter?" Ruby asked. Her eyes then widened in realization, "Wait, you mean your sister!?"

Weiss continued to smile as she made her way over to her sister, "Hey, that's her there isn't it?" Weiss had heard the voice of Deadpool somewhere to her left and saw both him and Peter walking up to Winter, _What the hell are those two doing?_ she thought.

"Yeah, I think you're right...did she change outfits?" Peter asked. _There is no way he thinks that is me._ "Maybe that's why she didn't get my drink." _May god, he actually thinks that's me._ Weiss mentally face palmed at how dumb Peter was being.

"Hey Weiss!" Peter called out, now he was alone as Deadpool had bailed...though he didn't notice, "Hey, where have you been you still have my-" Peter stopped as he stared at the woman who he was certain was Weiss, but now that he got closer he wasn't so sure. The woman had her arms behind her back and wore clothes reminiscent of Atlesian military. Actually, it looked like what he figured someone like Ironwood would where if he was the opposite sex. The woman stared coldly at Peter, her eyes like daggers, "Wow Weiss, you got taller, and you put your hair in a bun, and you...lost fashion sense..." the woman cocked an eyebrow with an expression that read something similar to 'choose your next words carefully'. "You also got," Peter looked at what was probably the most noticeable difference between this woman and Weiss, "...fuller?" he said trying to dance around what he meant to say, _HOLY CRAP THIS GIRL IS STACKED!_

"WHAT IS THAT SUPPOSED TO MEAN!?" Peter turned around to see a very red, very fuming, Weiss.

Peter turned his head to the woman and back at Weiss, then back to the woman and back to Weiss. He leaned over to Weiss and whispered, "I think you have a doppelganger."

Weiss smiled and grabbed Peter by his ear, forcing him near her, "She's my sister you dolt!" she shouted. Peter's whole left ear seemed to be shot. All he could see was white, and all he could hear was a slight ringing, _It's like the beach scene in Private Ryan._ "Winter!" Weiss said in a calm manner showing off an expression that Peter thought she would only make if it was the end of the world. "I'm SO happy to see you! Oh! Um...I mean," Weiss cleared her throat and calmed down, "your presence honors us." she said with a bow.

 _What the hell?!_ Peter looked at Weiss with a horrified face, "Weiss! Just what has this woman done to you!?" Weiss nudged Peter's shoulder.

"Beacon," Winter said as she strode towards the trio, looking around at the scenery as she did so, "it's been a long time. The air feels...different."

"Yeah it feels colder than usual, huh?" Peter mentioned.

"Well it is fall so..." Ruby said playing off of Peter's joke. The two chuckled, but Weiss clearly wasn't pleased, even if she tried to look as nice as possible.

"So," Weiss said trying to come up with a topic, "What are you doing here?"

"Classified." Winter responded coldly.

"On a mission." Peter replied, essentially ad-libbing the conversation which he knew would be a bunch of questions that get nowhere answers.

"Right. How long are you staying?" Weiss asked, fixing her posture more.

"Classified." Winter said more sternly.

"Until I get my next orders." Peter replied.

"Of course." Weiss said with a sweet smile, "Do you plan to see the General?"

Winter was about to answer but she looked at Peter first who stood still waiting for a response, when none came he answered for her, "I mean, obviously."

"Would you cut that out!" Weiss snapped.

"What? I know how these military types work. You ask them a question and they give you a nowhere answer, even though half the time what you're thinking they're here to do is almost exactly what they're here to do." Winter squinted her eyes at the male teen, a gesture that didn't go unnoticed, "Look, see, now she's upset that I know these things and she's gonna say something like, 'You don't know a single thing about the military'."

Peter looked at Winter who didn't even illicit a response. "So..." Ruby said trying to break the tension, "this is nice...I think?"

"You're going to love it here!" Weiss blurted out, "I know you travel a lot, but Beacon is so much different from Atlas. Vale too, the government and school are completely separate can you believe-"

"I am more than familiar how this kingdom handles it's bureaucracy. But that is not why I came." Winter replied.

"Yes," Weiss said straightening her posture again, "right, I'm sorry."

"Nor did I come to watch my blood fail so miserably in battle, but it appears I have no choice in the matter."

"Are you sure she's your sister?" Peter asked, "Like, she gives off 'Wicked Stepmother' vibes. And we won, by the way. Weiss kicked ass and took the least damage of all of us. I say she did more than adequate."

Winter stared at Peter and Weiss, "Only novices would consider that a victory. I counted at least three strikes missed. And you," she turned to Peter, "if you critique me I shall critique you. You play around too much and perform reckless actions, what you do will get someone hurt...or killed."

"Everything I do is calculated, I wasn't going to kill anybody." Peter retorted.

"I meant your teammates." Winter shot back, "What would happen had your plan failed? You took too long to take out the leader when you clearly had the upper hand. Just looking at you I see great skill, but you use it...poorly."

Peter's face scrunched in thought, "Was that a compliment?" he and Weiss said at the same time.

"It was, how do you kids say, 'constructive criticism'." Winter sighed, "How have you been?" she asked Weiss in an almost sweet tone.

"Oh, absolutely splendid!" Weiss replied, her excitement rising again, "Thank you for asking, I'm actually in the top rank of our sparring class."

"Yeah, 'cause all my sparring is after hours." Peter jabbed.

"The rest of my studies are going well too, I'm actually in the top five-" Weiss didn't get a chance to finish as Winter smacked her head.

"Silence, you boob. I don't recall asking about your ranking, I'm asking how you've BEEN." _Geez, this girl is like...like...Well, I can't really compare her to someone. I don't know many older sister types. She's the tsundere's tsundere._ Peter thought, "Are you eating properly, have you taken up any hobbies, are you making new friends!?"

"Well, there's Ruby?" Weiss gestured to her leader.

" _Pfft._ Boob." she whispered, "More like, lack there of."

"RUBY!" Peter whisper yelled, it seemed he had heard her joke and was trying to suppress his laughter, "You hang out with me too much."

"And uh..." Weiss looked at Peter who gave her a smile, "Well, there's Ruby." she said again.

"Hey!" Peter folded his arms shed a fake tear, "I thought you cared! What about the kid Weiss, you can't expect me to raise her by myself!"

"What!?" Weiss asked. Winter cocked an eyebrow in curiosity, " Winter, it's not-"

"Your male teammate, Peter...Parker was it?" Winter asked, "Yes, I suppose he makes a suitable suitor."

"Oh, no, we aren't dating I was just joking." Peter tried to clarify waving his hands back and forth.

"Oh? So my sister isn't good enough for you?"

"What?! No! It's just that-"

"So, you would rather have someone else rather than someone who cares for you so much you had a child?"

"That was--I was joking! I...I...I'm gonna go, see ya Weiss." and with that Peter walked off in a hurry.

Winter gave a victorious smirk, "Finally." she said under her breath. "Greetings Ruby Rose, I wish to thank you for taking care of my sister."

"Ah, yes of course!" Ruby said with a salute, "The honor is in my...court." she then gave a quick bow, but nearly fell over because of it.

Winter gave a smirk to the leader's antics, "I have business with the General and your headmaster."

"I KNEW IT!" Peter could be heard from a distance as he sat on a bench with Deadpool.

Winter was about to question, but decided against it, "But since I'm here early why don't you take me to your quarters?"

"Really?" Weiss asked with excitement.

"Yes," Winter replied as she and Weiss began to walk towards the dorm rooms. Ruby decided it best to leave the sisters alone, "I want to inspect them and make sure they are up to my standards. And with that boy living with you-"

"Oh, don't worry, Peter is actually really considerate for things. It was difficult at first but the things that would happen were on accident. He's only walked in on one of us changing once, so the ratio is looking pretty good." Weiss hummed, "Oh, and fair warning, the bunk beds only look unstable."

"Bunk Beds?" Winter echoed.

oOoOoOoOoOoOoOoOoOo

Weiss and Winter walked along the walkway while Atlesian Knights followed behind in an orderly fashion. A sound was heard behind them and both Winter and Weiss turned to see the drunken man, who had walked from the Crowbar to the school, had destroyed both the Knights in the back and kicked the head of one of them directly at Winter...well, as direct as a drunk man can kick, "Hey, I'm talking to you 'Ice Queen'." the man said looking at the two Schnees.

Two Atlesian Knights held up their guns and began to walk towards the man, but Winter made them stand down, "Stand down!" she commanded and the Knights

Weiss walked passed Winter and stomped her way towards the drunken man, "Excuse me?" she said with disgust, "Do you know who I am? I am-"

The man cut her off by covering her mouth with his hand, "Shh, shush, shh...I'm not talking to you." he moved Weiss to the side, "I'm talking to you." he said as he faced Winter. The sound of a bird could be heard as it flew over the two, "Saw that gaudy ship of yours was in town. I guess you're here too." he said but not at Winter...it seemed to be near or behind her.

"I'm standing right in front of you." Winter said.

The man squinted his eyes and leaned forward, "So it would seem."

oOoOoOoOoOoOoOoOoOo

"Woah, Parker, check it." Deadpool said hitting Peter's chest to gain his attention, "Looks like there's a standoff, maybe you should-" Deadpool turned and saw Peter was already gone, "Spider-Man, yeah right, I got paired with a young Batman. How the hell does he do that?" **_Special plot ability?_**

oOoOoOoOoOoOoOoOoOo

"You realize you've destroyed Atlas property, don't you?" Winter asked, it was more of a statement than a question really.

The man looked around at the destroyed androids and gasped, "Oh, oh, oh no, I'm so sorry," he said sarcastically, "see I mistook this for...sentient garbage."

Winter huffed, her hand on her hip and took a few strides forward, "I don't have time with your little games, Qrow."

"Wait, you two know each other?" Weiss asked now begining to put two and two together.

"Geez," Qrow sighed, "you Atlas Specialists think you're so special, don't you?"

Winter scoffed, "It is in the title." she said matter-of-factly.

"Well, you know what you really are?" Qrow continued not even paying attention to Winter, "A bunch of sellouts. Just like your boss." he grinned.

Winter grimaced, "I don't know what you think you're implying, but I have heard enough."

"Oh I heard too, I heard old Ironwood finally turned his back in Ozpin." Qrow shot back.

Spider-Man, who somehow hadn't been spotted yet as he rested on a lamppost, overheard the conversation and watched from the sideline, just in case things got hairy. "Ironwood betrayed Ozpin, huh? Why does that not surprise me...oh yeah, it's because I don't like him." Spidey smacked his own head, "How could I be so dumb!"

"Ozpin?" Weiss asked, but Winter cut her off by pushing her aside.

"Weiss, it's time for you to go."

Weiss tried to protest, but even Qrow intervened, "Listened to your big sister Weiss. She'll protect you," he taunted, "just like Atlas is gonna protect all of us."

"Oo, sarcasm on point." Spidey said to himself, "I have no idea who this dude is, but I'm on his team. Sorry Weiss's hot and scary sister, I'm with the old man."

"If you won't hold your tongue, then I will gladly remove it for you!" Peter jumped because he though Winter heard what he had said. _Oh, she's just initiating a fight with the old man...wait, that isn't good._ Peter thought. Winter had unsheathed her saber and pointed it at Qrow.

Qrow smiled, "Alright then, if you want it so bad," he licked the palm of his hand and ran it through his hair reslicking it back, "Come take it." **_That's a Devil May Cry reference._** Is it? It's pulled straight from the source. **_It totally is, when Dante fights Vergil in 3, it's totally the same._**

Winter lunged forward and stopped just in front of Qrow and tried to stab him. With each jab thrown, Qrow effortlessly dodged them, he even insulted Winter by bowing for a dodge and blocking a strike with the sword on his back. He smirked as he grabbed the hilt of his blade and pressed a trigger that extended his sword out making a Buster Sword. Qrow knocked Winter's saber off his back, flipped his sword in the air, did a quick spin and caught his sword again with elegance. His smirk then turned into a smile as he mocked Winter by holding his sword up like he was a fencer.

Spidey let his tension die down slightly, "Well, I was gonna jump in, but this guy seems to know what he's doing. What did she say his name was? Qrow?" Spidey held his chin in thought, "Where have I heard that name before?"

Winter, recognizing what Qrow was doing, decided to humor him by placing one arm behind her back and got into what seemed to be a fencer's stance as well. The two clashed blades slightly, Winter not giving Qrow any space to strike. Trying to catch her off guard, Qrow performed a fulled spin and sliced his blade downward as he did so he used his spin for momentum. Winter blocked his attacks and Qrow continued to perform 360 slashes. Winter performed back handspring after back handspring to avoid the slashes before stopping in the center of the walkway in an area with a circle pattern on the ground. _It's like a mini arena,_ Peter thought. Winter parried one of Qrow's slashes and the two continued to parry each other's attacks at rapid speeds.

A crowd began to form around the fighting huntsman, the commotion led Ruby Rose to check out the situation. _What's happening, why is everyone circled around the courtyard?_ She thought. Ruby was thankful she could find Weiss in the crowd, "Weiss! Oh, excuse me." Ruby said pushing past Deadpool, who was eating chips, "What's going on?" she asked the heiress.

"Some crazy old guy just started attacking my sister!" Weiss explained flailing her arms in the direction of the fight. _Well, really she made the first move but, sure whatever._ Peter thought.

"What?" Ruby asked, " That's crazy, who would do thaaaaat's my Uncle Qrow!!" she shouted with glee, "Kick her butt Uncle Qrow!"

"What? Um...Teach him respect Winter!" Weiss shouted, cheering on her sister.

Spidey snapped his fingers in realization, "That's why it sounded familiar." he said to himself, "Both Ruby and Yang have talked about their Uncle Qrow, but I guess the thought never crossed my mind."

Mercury of all people who was just passing by saw what was happening and nearly had a panic attack, "Oh crap!" he said as he turned and began running to warn Cinder. Along the way he bumped into Deadpool, "Wade? What the hell, out of the way man!"

"Don't trip!" Deadpool yelled as Mercury ran off. **_So...we're in the Endgame, huh?_** "Yeah, but remember what Web told us. 'We can alter events, but we can't stop them.'" **_Does that mean what happens is definite?_** "It means we should worry about our problems. We took out the other guys, all that's left is Ock." **_And nobody's seen him. Even Mercury and Emerald had no idea where he was when we asked them._** "Offscreen."

Qrow ran along the walkway, Winter on the pillars and arches both trading shots and ranged attacks with each other. The two caused tons of property damage, enough to make Peter realize Glynda was gonna be pissed. After several shots, Winter created a smoke cloud from her Ice Dust as a diversion and jumped through it towards Qrow and popped out a second, hidden saber that was in the hilt of her main blade. The two crashed down onto the walkway again and began to clash back and forth with Qrow being sent towards the crowd of people and Winter sliding in the opposite direction. Winter twirled her saber and stabbed it into the ground to create a glyph that summoned what looked to be miniature nevermores. "Woah, Weiss can't do that!" Spidey shouted. The birds flew around Qrow and cut at him when they got close enough, but he was able to send a slash that reached all the way to Winter. Winter growled in annoyance and formed a glyph behind her back. "Oh, I've seen this before." Spidey said as he got ready to move, Qrow smirked and put away his sword just as Winter launched at lightning quick speeds, "NOW!"

Qrow anticipated Ironwood to stop the fight, but instead in front of him stood a kid in a goofy get up, "Well, now I've seen everything." he said with a chuckle.

"Are you dissing the threads?" Spidey asked, looking back with a cocked lens. To his front was Winter with her arm extended out and her saber pointed at where Spider-Man's eye would be, but he had caught the blade about six inches away from his face with just his thumb and index finger. "Alright old man, let me take care of this one." Spidey faced Winter who's expression went from irritated to fuming mad as seen by her flaring nostrils and clenched teeth, "Yes, I caught your sword, do I get a prize? That's how it works right?" Spidey asked with a tilt of his head, "Now, what is it with you Atlas types and trying to shoot first ask questions later? Aren't you some high ranking official? You're supposed to lead right?"

"Actually she's just a special operative." Qrow mentioned, "She has about as much control in the government as any one of those Knights."

"Oh, so you play with life sized dolls all day? That makes sense." Spidey quipped pushing Winter backward. "I mean, that's what I imagined Weiss would be doing."

"I play with life sized dolls all the time!" Deadpool interjected.

Spidey pushed him aside as he held in a chuckle, "Well...that's something else entirely though, isn't it?" Winter huffed in annoyance.

"Spider-Man," she said calmly now, "You are under arrest under evidence of you attacking military personal, destroying Atlas property, and bringing an entire compound to the ground."

Spider-Man's shoulder's dropped in disbelief, "You've gotta be kidding me." he began to rub both his temples with his hands, "Three weeks, it's been three weeks." he muttered under his breath, "I can't believe he still hasn't--SPIDER SENSE!" Spidey performed a back handspring to avoid a lunge attack by the Schnee.

"Wait, Winter--" Weiss tried to stop her sister by Winter wasn't having it.

"Stay back Weiss! This is military business." Winter gripped her weapon tighter, "I will finish this quickly." She lunged forward again and tried to perform slash attacks, Spidey would avoid them easily, _Don't want to hurt her, if it was someone else...maybe. But Weiss is here, and I couldn't do that to her._ Spidey thought. Spider-Man shot two weblines behind Winter and shot forward, sliding between her legs. Before she could react he jumped back to his feet and performed a roundhouse kick to her face (making sure to hold back as much as possible).

"Dammit." Winter brought one hand down for a slash, but Spidey caught her wrist. Winter then brought her other hand back to stab Spider-Man, but Deadpool shot the saber from her hand.

"Sorry," Deadpool apologized, "you're super hot, but I can't have you stabbing my buddy."

Spidey let go of Winter's arm and egged her on, "C'mon Saber, one last slash for the road." Spidey tapped his cheek daring for Winter to attack. Winter went for the bait, the combination of Qrow and Spider-Man's annoying tendencies pushing her past the tipping point, and slashed at Spidey's face. Spider-Man quickly moved when-

"SCHNEE/SPIDER-MAN!" General Ironwood and Goodwitch both called causing the two to stop. Winter had stopped at what she thought would have hit her opponent surely, however, Spider-Man was contorted in a way that seemed impossible for a human and his fist was just below her chin.

Spider-Man let out a heavy breath and relaxed his breathing stepping back towards Qrow, "Phew, that was close, I almost broke your ice jaw."

Winter was quick to stand at attention for General Ironwood as Glynda fixed the damage done to courtyard. "Sir!" Winter said seriously, "Qrow had started the altercation, sir."

"Uh, that's not true." Qrow said putting his two cents in.

"Yeah, you shot first Han." Spidey said poking his head from above Qrow's shoulders.

"She who denied it, supplied it." Deadpool said, as he was above Spider-Man's shoulder.

"I...don't think this is the right context for that." Qrow mentioned, "Also, what the hell are you two standing on?"

"I'm on Spidey's shoulders." Deadpool said.

"And I'm on yours." Spidey mentioned, "Honestly surprised your legs haven't given out yet." Winter stared in utter disbelief, _What the hell is with those two?_ she thought. There was a massive silence as Ironwood just stared at Winter with a disappointed gaze. "Oh, this is awkward." Spidey said rubbing the back of his head, "Guess this is the part where I take off." Spidey began to slowly moonwalk away from the situation when he backed into someone. Spider-Man turned around to see Professor Ozpin smile and place his hand on Spidey's shoulder, "I'm in trouble aren't I?"

"Only a little." Ozpin added, tapping Spidey's head with his cane. "Now, everyone," Ozpin called the attention of the bystanders, "there is a sanctioned fight around the corner at the coliseum with seats...and popcorn." he said with a voice that sounded a little too happy about popcorn.

"We will take care of this mess, in private." Glynda said sternly, "That includes YOU." she said pointing to Deadpool.

"Oh please, if it involves that crop, punish me all you want!" Deadpool joked gaining a snort of laughter from Qrow.

"Dude, nasty. Keep your fetishes to yourself, please." Spidey said with a shiver.

"Don't kink shame, you walk around commando in a skin tight body suit." Qrow mentioned.

"What!" Spidey looked around him, "Um...between you and me, how can you tell I'm commando?"

Qrow responded with a laugh, "Because you jusjust told me of course." Ozpin and the others began to walk away and Glynda motioned for Spider-Man to follow them.

"God dammit." Spidey muttered.

"Go on ahead, follow James and Winter, we'll be with you shortly." Glynda ordered.

"Well this sucks." Deadpool mentioned, "But, at least we have a nice view."

"What do you mean?" Spidey asked.

Deadpool pointed to winter and moved Spidey's head so that he was looking where he was looking, "We get to check out the Ice Queen with the sass's Ice Cold Ass!"

Winter looked back with a stare that could kill of possible, "I'm not affiliated with him!" Spider-Man shouted.

oOoOoOoOoOoOoOoOoOo

The group waited in Ozpin's office, Ironwood stood in place, Deadpool sat on Ozpin's desk reading a weapons magazine, Spidey hung upside down from the ceiling and Winter paced back and forth, "You keep pacing like that you'll leave crop circles on the floor." Spidey joked.

"Quiet bug!".Winter snapped.

"Arachnid." Spider-Man muttered not wanting Winter to get more pissed than she already was. The elevator opened and Qrow walked in with Ozpin and Glynda, "Oh thank god!"

"What were you thinking!" Winter scolded.

"If you were one of my men, I would have you shot!" Ironwood added.

Qrow chuckled, "If I was one of your men I'd shoot myself." he taunted.

Deadpool, now standing next to Qrow with Spider-Man, pulled out his gun and lifted his mask, "I'm in the same room as you, so I'll shoot myself." he then placed the gun in his mouth and pulled the trigger, his lifeless body falling to the floor.

Everyone stared wide eyed at what had transpired. Qrow took out his flask and took a swig, "Killed himself in order to execute the roast...mad respect. Rest in peace weird guy."

"No, no," Spidey said holding up his hands, "give it five more seconds."

Deadpool then raised his head and jumped to his feet, "Woo! Nothing like a clear head to have a good time!" Qrow chuckled in response.

Winter stared at the three of them in utter shock and disbelief. She then pinched the bridge of her nose in frustration, "Idiots...they're all idiots."

"Welcome to my world." Glynda muttered. "Ms. Winter," Glynda spoke up, "while I don't condone Qrow's behavior, retaliating the way you did didn't help the situation either."

"He wss drunk!" Winter argued.

"He's always drunk!" Glynda fired back.

The group turned to Qrow who had just finished taking another swig of his drink and began chanting at Deadpool who was now chugging a large bottle of alcohol, "Chug! Chug! Chug! Chug!" both Qrow and Spider-Man chanted. Deadpool finished the comedically large bottle of booze and the three cheered like they were all good friends.

"And don't get me started on the Spider." Winter seethed.

Ironwood sighed and pinched the bridge of his nose, "Yes, Mr. Parker can be quite the handful, but I assure you he is well-"

"Ironwood what the hell!" Peter shouted. Peter groaned in frustration and slammed his head against the wall, "Two things Jimmy, TWO THINGS! That's all I asked. 1) Get your men off my back, I'm the good guy. 2) Don't use my name when I'm in costume. That's all I wanted and you failed to do either!" Peter said as he slammed Ozpin's desk a little harder than anticipated. Peter looked at Glynda, his lenses widened, "I can...fix that." Glynda sighed and fixed the desk herself, "Sorry."

Winter blinked as she realized something, "Wait...you're-"

Peter sighed and removed his mask, "Yes...I'm Peter. Weiss's teammate." Winter stared in disbelief, _A kid. A freaking kid! How has he been so hard to stop?_ she thought.

"Why are you here Qrow?" Ozpin asked, gaining the huntsman's attention.

"Well," he started, "I'm hear to inform you of my mission, and I'm telling you the people we're looking for are here."

Ironwood sighed and sat on Ozpin's desk, "We know."

"Oh? Oh you know?" Qrow asked with a sarcastic tone, "Well, it's good to know I'm risking my life to keep you informed!"

Peter looked at Deadpool with a questioning glare, "Hey, don't look at me, I worked for Roman."

"Communication's a two way street guys," Qrow said pulling out his scroll, "you see that? That's the send button."

"Yeah dude, why didn't you @ him on social media or something? Or like, does he play online games? I used to play WoW, get him information through that." Peter joked.

"Yeah, or send him a dick pic." Deadpool mentioned gaining stares from the others, "Now hear me out! It would be the message written all over Ironwood and then sent to Qrow's scroll." the delivery of the joke made Qrow chuckle a little bit.

"They had a reason to believe you had been compromised." Winter said to Qrow.

"Yeah, well I have a reason to believe you don't need to be here." Qrow added, "Seriously, who let her in here?"

Ironwood made a long audible breath through his nose, "Schnee, we will discuss this incident later on my ship."

"But sir-"

"Leave." Ironwood commanded. Winter saluted and walked to the elevator.

"Mr. Parker," Ozpin spoke up, "we too will discuss this later. You and Mr. Wilson may leave."

Peter smiled and also saluted before turning to walk to the elevator imitating Winter the best he could. Peter looked up and saw Winter was watching him making fun of her with dagger eyes. Peter stopped and began to walk normally avoiding eye contact as much as possible, _Crap I have to ride the elevator with her._ Peter stepped into the elevator and pushed the button to go down. It was quiet as the two rode downwards, it was possibly the longest elevator ride Peter had been apart of. "So," Peter started trying to make small talk, "sorry for like...making fighting you. I just didn't want you to hit a guy he let his guard down like that. I mean, he had obviously put his weapon away."

Winter sighed, "Yes. You're right. What I did was too extreme. What you did was illegal." Winter scolded. "You seem like a nice kid." she continued, "I...have heard only good things about you from my sister. Trust me, when I attempted to arrest you it was purely because of the orders we were given. We hadn't been told to stand down when it comes to your...situation." Winter smiled softly, "I heard what you had done for my sister for that, I am grateful."

"You care a lot for her, don't you." Peter stated, "And here I was thinking you were just a meanie older sister."

"Please," Winter said with a roll of her eyes, "what I show her is tough love...I won't be there for her all the time. She needs to see that." Winter looked down, "If I'm hard on her it's because I know she can be better, I know she can be greater." she chuckled slightly, "Actually, she has improved quite a bit since I saw her last, perhaps that's because she looks up to someone like you?"

"Oh no, I'm no role model. I'm just a guy who like to do what is right." Peter mentioned. "Um..." Peter rubbed his head as he transformed into his street wear, "do you wanna see our dorm? Perhaps need a place to rest?"

Winter thought for a moment, "Yes, I do believe that's where I was headed before." she smiled at Peter and suddenly he could see how beautiful she truly was, _I'm glad I'm someone who is faithful to his girlfriend!_ Peter thought, mentally slapping himself.

oOoOoOoOoOoOoOoOoOo

Peter knocked on the door and Yang opened up, "Hey Pete, there you are!" she said as she gave him a crushing hug. Yang looked behind him and saw Winter, "Weiss?" she asked, "You grew boobs!"

Peter laughed, "That's funny, I said almost the same thing."

"W-W-W-Winter!" Weiss shouted in realization, "What are you doing here?"

Winter walked into the dorm and looked around to see a mostly clean room with a set of unstable bunk beds and a bed in the middle, "Five beds, hm. I assume you slept with one of the girls." she mentioned.

Peter chuckled, "No, I slept on the floor before the bed."

Winter's eyes widened, "Oh, a faunus." Blake's ears perked up as she realized she didn't have her bow on, "Relax, I work with many faunus in the military. I have no qualms with your race."

Blake let out a large breath, "Well, that's good," Peter mentioned, "I would have kicked the shit out of you had you been racist...especially towards my teammate."

"Understandable, you wish to protect your comrades. That's quite an admirable trait to have."

"Um...Winter," Weiss started, "You didn't answer my question.

"Ah, yes, I shall make this my living quarters for the night. I have some business to attend too tomorrow, but if you have free time..."

"Yes! Uh, I mean--I would love to spend time with you." Weiss said with a bow.

"Now, shall I...bunk with you, Weiss or-"

"You're sleeping in my bed." Peter said, "I'll sleep in the fl-" before he finished he remembered the horrors of sleeping on the floor, "I'll sleep in the bathtub or something."

"Wait..." Yang mentioned, "I have a great idea!"

oOoOoOoOoOoOoOoOoOo

Peter lied perfectly still in Yang's bed staring at the ceiling. _How did it end up like this?_ he thought. Yang coiled around his arm like he was a body pillow. _Don't move Parker. Light as a feather, stiff as a board, light as a feather, stiff as a board, light as a feather, stiff as a board!_ Yang pulled Peter's arm closer, his arm sinking into her cleavage, _AHH! Calm down man! If you don't something else will be 'stiff as a board'!_ He did not get much sleep that night.

oOoOoOoOoOoOoOoOoOo

 **In another dorm...**

"Are you sure it was him?" Cinder asked Mercury. Mercury had told Cinder and Emerald about Qrow immediately after he saw him.

"Messy hair, weird sword, smelled like my dad after a long day, yeah it was definitely him." Mercury confirmed.

"So what do we do?" Emerald asked, "Do we lie low?"

"No." Cinder replied, "We stay the course. Oh, and it seems like there's a new access point." Cinder smiled as she looked at her tablet, "Now, how about you two go to your rooms, we have a long day tomorrow." Cinder flipped through the tablet searching for students to face Emerald and Mercury during the doubles round, "Hm which one will be fun?" she asked before selecting a team. "We're almost there."

 **To be continued...**

 **A/N: Another chapter for you guys, more comedy oriented then usual, but I that isn't always a bad thing, I mean I made this out to be a comedy anyways. But yeah, there it is, another step closer baby!**

 **So, um, the Devil May Cry mobile game is supposed to be coming out soon, and a voice actor I follow is playing Dante: PM Seymour. It was super weird, but cool at the same time, like when Takahata101 got to do his Ghost Nappa voice in Dragon Ball Xenoverse.**

 **Oh, Endgame spoiler free review:**

 **10/10. Wow, just wow. I have never cried for any movie, ever. Not for Titanic, not for Marley Me, not for Chicken Run. But this movie...a super hero movie made me cry. The balls of this film to do that to me. Also, plenty of awesome moments in the film, plenty of fanservice and Captain Marvel is semi-okay in this film. Which just goes to prove, the Russo brothers should just do most of the movies because when they don't her character was boring.**

 **Anyways, great film, love the resolve, love the unexpected moments, there was one very on the nose scene, but I'll let it slide, because if Russo brothers make that movie they'd make it good.**

 **#ThankYouPewdiepie**

 **Remember to review, leave plenty of those. Have a nice day, night, whatever.**

 **Stay golden. Excelsior. Thank you, and good night.**


	46. Lessons Learned

**Lessons Learned**

Peter, thankfully was able to wake up without alerting anyone else, he noticed his bed was empty which told him Winter either left or had something to talk about with the General. The matches for the next round didn't start for another few hours, which means that the team had to be up and at 'em by then, or maybe they have some good luck and they won't fight until tomorrow. _Well, Yang is taking over from here on out, so my bad luck shouldn't effect when they fight._ Peter thought with a smile. "Mm." Peter looked behind him to see Weiss was already stretching and getting out of bed.

"You're up early," Peter mentioned, "Weren't you the one who constantly complained about not getting her beauty sleep? Now your up earlier than the rest of the girls." he teased.

"Please." Weiss said in a serious tone as she grabbed a cup of coffee from under her bed, "Shut up, wait until I've had my coffee." she took a long sip of the warm liquid and smiled, "Ah. You may continue."

"Are you ready?" Peter asked as he accepted a cup from the heiress, "Both mentally and physically?"

Weiss nodded, "Yes." she said with a smile, "These are doubles rounds, and I'm confident, no matter which team member joined me today, we wouldn't lose."

Peter chuckled, "Yeah, you are the easier one to team up with. You can do so many things with your glyphs, you're practically a whole arsenal."

"Thanks Peter. I'm glad you have my back." she looked down in thought and the two stayed silent for some time drinking their coffee, "And," she said finally, "I'm glad you were on our team. I'm glad you accepted us as your family here, similar to how I'm glad you all accepted me as family too." she chuckled, "It's nice, to have a family you can see every day."

"I know what you mean. I sit back and wonder every night how my Aunt May is handling things...I know she's worried, but..."

"But what Peter?"

"I feel like she's safe. Like someone is watching her for me while I'm gone. I don't know who it is, but I hope I can personally thank them when I get home."

Weiss looked down, somewhat sad from what he had said, "So...you plan on going back still?"

The question had caught Peter off guard, he wasn't expecting THAT question, not from Weiss at least, "Well...yeah. I have to go home eventually."

Weiss mumbled something that Peter couldn't hear. Instead of pressing further he just patted Weiss on the shoulder before going to the bathroom to shower, "Good luck, be it today or tomorrow." Peter closed the door and Yang lifted her head, as well as Blake and Ruby.

"I assume you all heard what we were talking about." Weiss mentioned and the girls nodded, "Peter...this is your home too." Weiss said with a somber expression.

oOoOoOoOoOoOoOoOoOo

Ruby, Yang and Blake left to go watch matches messaging Peter the play by play as they were happening. Peter didn't go because...well honestly he was really tired. Peter decided he wanted to get something to eat and went to leave the dorm. Opening the door he was immediately met with the knuckles of Winter who was about to knock on the door, "Oh." Winter said realizing she had just hit her sister's teammate, "My apologies. I didn't think someone would answer the door before I knocked." Winter looked behind Peter searching for her sister, "Is...Weiss in?"

"Um...yeah, do you want to wait? I was going to meet her to grab something to eat anyways." Peter said with a smile.

Winter cocked an eyebrow, "Aren't you in a relationship with the blond one?"

"Weiss and I are just friends," he clarified, "besides...she still has my wallet."

"Winter?" Weiss asked as she walked out of the bathroom, "Ah, Peter!?" Weiss clutched the towel she had even tighter, "What the hell? Get out!"

"Let's get something to eat, my treat." Peter offered, "I'll wait out here!"

Peter closed the door and left the two sisters on their own, "I'm sorry you have him as a teammate." Winter said jokingly.

"No, I'm sorry he picked a fight with you yesterday." the sisters chuckled and soon walked into the hall where Peter was waiting.

"Weiss?" he asked with a cocked eyebrow, "There's two of you?" Weiss rolled her eyes, "Oh I used that joke already, huh?" Peter mentioned with a chuckle. "Well, do you gals hear that? That's the sound of me not eating since lunch yesterday, so let's get a lot of food yeah? Especially you Winter, you're a specialist or something so you need to keep your energy up."

"Is he always like this?" Winter asked Weiss as the two sisters followed behind the hero.

"I think he's just trying to impress you." Weiss whispered back, "He has a knack of wanting everybody to like him."

"Why?" Winter replied, unsure why anyone would care what others would think.

"I like having people like me." Peter replied startling the sisters, "It makes me feel accepted among others. Besides, you're my teammates sister, and I really feel like we have all become a sort of family." Peter smiled, "So in that case, I just want you to see me as a sort of branch from your family as well."

"Not happening." Winter replied coldly.

"Oh," Peter chuckled, "Well, I did always have bad luck with women." the trio walked out of dorm building and made their way towards the fair grounds to eat something. Along the way, the trio ran into a set of familiar faces.

"Peter!" Maria called out as she, Uldren, Hana and Fred with little Naomi approached them, "What are you doing with a Specialist?" Hana asked, "Aren't you like...in trouble with the government?"

"Shh, don't tell her, she might arrest me." Peter said, playing along with the joke. Little Naomi kept tugging at Fred's collar, so he let her down and she ran to Peter and hugged his leg, "Oh, hi Naomi, how are you?"

"Good." she replied with a smile, "Thank you for helping my daddy protect the city."

Peter laughed, "Awe, but he wouldn't need my help. He was simply helping me. I should be the one to thank tour dad." he said as he got to one knee to talk to her while at eye level.

Weiss stared wide eyed at the little girl and couldn't help but smile, "Oh my god, she is so cute!" Weiss walked up to the little girl and held out her hand, "Hello, I'm Weiss Schnee, what's your name?"

The little girl hid behind her mother in fear of Weiss, "Mommy, that girl is scary." _Scary?_ Weiss thought.

"Relax sweetie, that is one of Peter's friends, she helped daddy too." Maria said as she stroked her daughter's hair. Little Naomi came out from behind her mom and waved at Weiss.

"Ma'am." Fred said with a salute directed towards Winter, that he quickly retracted, "Sorry, force of habit." he then held his hand out to shake Winter's hand.

Winter grabbed Fred's hand and shook it, "Likewise Mr..?"

"Mendez, Frederick Mendez."

Winter formed a slight smile, "Ah yes, I have heard of you. Quite the success story in some ways. Others, quite the redemption arc." Frederick nodded, "Wife, child, it seems you have quite the happy ending."

"Yeah, well...if you want a happy ending like that, leave now." Winter blinked in confusion, "Tell Jimmy to stick it and leave, if you stay with him your life will only be hell."

"Dear," Maria warned, "mind your tongue, it isn't our place to tell people what to do."

"So, where are you guys headed? Why's your stuff packed up?" Peter asked.

"Well, we're going home." Uldren said plainly.

"We've done what we can here. Our people need us more than the city of Vale." Hana added.

Fred nodded in agreement, "Right. Besides, I have nothing more to teach you students, it's the end of the year now, so hopefully just the standard hand-to-hand will help all of you get by." Peter nodded and smiled at the group. Frederick held out his hand and Peter reached out to shake, "I hope to see you again, we have a score to settle." Fred smiled.

"Right." Peter nodded. With that, Fred and the others made their way to a transport and waved their goodbyes for the last time, "Good luck. Live a better life than me!"

The transport left and Winter sighed, "I respect him for what he's done, but I can't help but disagree. My place is in the military, not off somewhere else."

"It's different for him," Peter mentioned, "he has a wife, daughter a whole family he didn't get to see or even realize he had for five years. You get to know that your sister is safe, or at least in capable hands. But he had literally lost five years of his life, he has a lot to make up for and I respect him for that. I wish I could spend as much time with my aunt that he does with his wife and daughter." Peter mentally clutched his chest. He hadn't thought about Aunt May in a long time, actually he felt like a but of a jerk, _But...she's in capable hands._ he kept telling himself.

"Yes, I was informed of your...interesting situation. I almost didn't believe it." Winter replied, "Well, how about that food you promised?"

"Yeah Peter," Weiss added, "how about that great food you were promising?" Peter held his arms out and presented a stall that sold sandwiches, "Sandwiches? that's the amazing food you were referring to?"

"Hey, never knock the quality of a good sandwich. These babies practically taste like the ones back home!" The two sisters shrugged as they sat at the stall and were given pretty average sized sandwiches, while Peter got an 18" sub with everything on it...EVERYTHING. The only thing he didn't have on his sandwich was onions. "Can't have onions," he said with his mouth full, "it ruins the sandwich."

"Says the guy with three different condiments on his sandwich." Weiss mumbled.

"Hey! Don't mock the mayo, chipotle, honey mustard triforce of deliciousness until you try it." both of the Schnee's cringed just upon hearing the three condiments being mentioned together.

"Well, I thank you for your...interesting input on life. But I think my sister and I will spend some time together." Winter said as both she and Weiss got up from their seat.

Peter gave the 'Okay' gesture and paid for the food before walking off to, hopefully, find Yang...maybe Ruby and Blake too.

"Come Weiss, there is much to discuss."

oOoOoOoOoOoOoOoOoOo

"Peeeeeteeeeerrr!" Ruby yelled out as she jumped onto Peter's torso, "Where were you? We were waiting for you in the colosseum."

"Well I was having lunch with Weiss and Winter-" Peter started.

"What were you doing having lunch with Weiss and her sister?" Yang asked with her arms crossed and cocked eyebrow. _Woah, I know that look. That's the 'you better not be cheating on me look' I remember Cat gave me that look a few times._ Yang saw Peter's worried expression and let out a slight laugh, "Peter, I'm kidding, I know you wouldn't cheat on me." Peter let out a sigh of relief as Yang placed him in a headlock. While in the headlock, Peter felt one side of his face squish up against something soft. It took him not even a second to realize what it was and his face became beat red, _Crap oh crap oh crap oh crap!_

"Yang, we're in public. Tease him in the dorm." Blake warned causing Yang to let go in slight embarrassment and Peter to beam with joy towards his savior.

"So, what happened?" Peter asked.

Ruby sighed, "CFVY lost, Mercury and Emerald beat them."

Peter narrowed his eyes slightly, "Is that...so?" he asked while cocking an eyebrow, "Well. Good for them. They really earned it." _There is something that isn't right, but I'm not too sure yet. I'll have to wait until more information is gathered._ "C'mon, you guys weren't called for today's match, so that means your up tomorrow. Let's go back and get some rest."

The group reached the dorm and began to relax, Peter more so because he could actually sleep in his bed again. The girls, minus Weiss who was still with Winter, were doing their own thing. Blake was reading, Ruby was reading comic books and Yang had just gotten out of the shower and was now in her PJs. "Hey, Yang." Peter called out as she began to climb into her bed, Yang looked back at Peter, her feet dangling in the air from mid lift. Peter made a finger gun and pointed it in Yang's general direction, "Bang." he said as he acted as if his finger fired.

"OH! You got me!" Yang shouted jumping back from the "shock" of being shot and landed her whole body on the unsuspecting Peter.

"Ugh, it was supposed to be a warning shot." Peter groaned as he damn near had the wind knocked out of him.

"Well, you need better aim, because it ricocheted off the wall and hit me in the chest. See! My heart's exposed!" Yang acted as she pointed towards her burning heart logo. The joke got a snort from Blake and another grunt of pain from Peter.

"Even my Spider Sense wasn't prepared for that."

Yang laughed and kissed her index finger and middle finger, she then touched Peter's lips with them, "Night!" she smiled and said in a sing song voice.

"Night guys, big day tomorrow." Ruby said before laying down and thinking on who Yang and Weiss will fight.

"We'll be cheering you on." Blake replied as she closed her book.

Peter smiled at the three girls in the room and got comfortable in his bed, "Night girls."

oOoOoOoOoOoOoOoOoOo

Yang and Weiss stood in the tunnel to the arena, apparently they were up against a team from Atlas FNKY. Strange name, but Weiss wouldn't let her guard down against anyone, especially those from Atlas. Yang held her hand to her mouth and let out a loud yawn, "Why are you tired?" Weiss asked, "Weren't you in bed before me?"

"Yeah." Yang said while stretching, "But I don't drink a bunch of coffee when I wake up. And Peter didn't even give me a good luck kiss." she said with a pouty face. Weiss rolled her eyes in response, "Hey, you spent all day with your sister yesterday right? I bet that was super cool for you." Yang mentioned with a sweet smile.

"It was." Weiss replied, "I just wish she could have been here longer."

"No worries! You still have us, we're like your second family!" Yang put Weiss in a headlock and ruffled her hair, "You, me, Blake, Ruby, we're more than just a team, we're sisters of a different kind...oh and Peter too." the brawler chuckled as she let go of the heiress, "We're here for you too."

 _"And now for our next match!"_ Oobleck called out, _"Representing Team RWBYS of Beacon will be Weiss Schnee and Yang Xiao Long!_ _"_

The crowd cheered as the two walked onto the arena. Weiss had to hide her face as the two cheering the loudest (trust me, she could tell), were Peter and Deadpool...who were semi-cosplaying the two girls. Deadpool had on his Almost White and Black suit with a wig on his mask that was tied in a ponytail similar to Weiss's. While Peter, surprisingly, wore a yellow shirt with Yang's Burning Heart design on his back and his hair dyed blond with party dye. "You realise you look like Ben right?" Deadpool mentioned.

"The thought crossed my mind, yes." the two continued to clap and cheer.

"Oh." Yang said dryly, "So...Cool! I wish Peter would wear yellow more often, and he looms kinda cute as a blondie." she smiled.

"Why is Deadpool wearing a wig?" Weiss asked with her hand covering her face.

 _"And now, for the opposing team._ _"_ Port announced, _"Flynt Coal and Neon Katt representing Team FNKY of Atlas!"_

"What do you know about these guys?" Yang asked Weiss.

"Absolutely nothing, but seeing as they are from Atlas they must be astute and attentive." Weiss's jaw dropped in disbelief when she saw her opponents were most definitely the opposite of 'astute and attentive' as they were both brightly colored individuals with...interesting weapons.

First was Flynt Coal, a dark-skinned man with dark brown eyes. He wears rectangular sunglasses and a dark fedora with a blue trim on his head, as well as an earring on his right ear. He also wears a dark vest over an untucked white dress shirt, with a loose tie wrapped around the collar. Completing his attire is a pair of dark dress pants, silver dress shoes and a dark glove on his left hand. His weapon of choice is a trumpet of all devices. "That dude must be great at parties." Peter commented.

"Does he take requests?" Deadpool asked, "Do you think he'll play the Cowboy Bebop theme?"

"Hey," Flynt called out, "You Weiss Schnee right? The heiress." he said the last part while rolling his eyes.

"Oh, I am!" Weiss smiled.

"So, I take it you're pretty good with Dust then?"

"Well, I do my best."

"I don't like where this is going." Peter said quietly.

"Why?" Jaune asked.

"Because nobody just asks Weiss about her Dust skills. They usually just leave it at 'Heiress.'"

"Yeah," Flynt continued, "my father was good too. Owned a little Dust shop of his own. Till you're farher's company ran him out of business."

"There it is." Deadpool commented.

"Sins of thy father and whatnot." Peter added.

Weiss looked down in dissapointment, "Oh...I'm really sorry to hear that."

"Suuuure you are." Flynt looked away in disgust.

Yang's temper had flared up from someone being so negative to her teammate, "Hey, why don't you-

"Hey, why don't you!" Neon interrupted. Yang got a good look at the girl, she is a young girl with a light complexion. She has green eyes and moderate red-orange hair done up in four pigtails with light blue streaks in her bangs. From Peter's own observations, he noticed she was a faunus and her physical trait is that of a cat tail covered with pink fur that becomes lighter toward the tip. Neon's outfit has a large range of bright colors, and is lighter and more revealing than that of most other characters. She wears a light blue cropped tank top over a dark purple bra, showing her upper cleavage. She also wears dark purple short shorts under a pink combat mini-skirt and white belt with a yellow winking smiley face on the buckle. Two buttons are fixed to her tank top over her right breast, one purple with a cat design and another green one with a heart. She also has a white cat bell collar around her neck, a pair of bracers on her arms and pads on her shins and knees. She wears red roller blades, which she also uses to move around. A tattoo of a shooting star with a red, green and yellow trail winds around her right arm. Her weapon of choice was a single pair of nunchucks, "That's what YOU sound like." she continued to taunt the brawler.

Yang wasn't sure how to take the insult, "Uh..."

"Oh, hey, where did you get your hair extensions?" Neon asked.

"This...is just my normal hair." Yang said while pointing to her hair.

"Ooo, really?" Neon asked, almost in a mocking manner.

"Yeah, is there a prob-"

"You should try rollerblading sometime, it's _super_ fun!" Neon interrupted, yet again. "It may take awhile for you to get used too since your so...you know, top heavy." she said while cupping the air in front of her her boobs to imitate Yang's.

"HA!" Yang turned to the crowd to see Peter of all people laughing, "Oh, I am _SO_ in trouble."

"What the hell is that supposed to mean?" Yang asked, her eyes already turning red.

"You're not aerodynamic, Yang!" Peter shouted down.

"SHUT UP, DON'T HELP HER!"

"Do you have a death wish or something?" Deadpool asked.

"No, I just thought it was really funny how she phrased it. That's all."

The arena split apart and four biomes came out, one was a magma like biome with geysers, a desert canyon area with plateaus and sand, a rocky area, and an area that resembled the ruins of Mountain Glenn. _"The match shall now begin in 3, 2,"_ Port paused and the two duos got in readied stances, _"1...BEGIN!_ _"_ the battle started off with Flynt blowing his trumpet and Neon dashing towards Yang. The shockwaves being blown from the trumpet were so severe that Weiss had to form a glyph to keep her in place, while Yang slowly slid back...until shshe was knocked down by Neon.

"Hm..." Peter thought while rubbing his chin.

"What's up, Peter?" Jaune asked, "See something you don't like?"

"Yang is strong, but she isn't very level headed, this we all know, and her short conversation with Kitty Katt there...well--It doens't look good."

"Schnee's in a bad spot too. She has range, sure, but Flynt there has range, and area. He could keep that note all day and push her off the edge." Deadpool added.

Back with Weiss, she tried all she could to get up, but the force was too powerful. Finally, she formed glyphs all around Flynt and was able to jump back and forth between them and strike Flynt at blinding speeds, "Dude, Parker, isn't that your 'Maximum Spider' attack?" Deadpool whispered.

While Weiss dealt with Flint, Yang tried to stand her ground against Neon. Neon moved around the Urban Biome with ease, clearly she had the advantage. Yang didn't have the speed to catch up to her so she tried to blast her while she moved. Neon was able to maneuver between walls and pillars around the area, even grinding on a rail to escape. As she did this, Neon constantly kept visually taunting Yang with things like sticking out her tongue. Neon continued to jump on buildings and around pillars as she avoided Yang's gunfire, "Never miss a beat, never miss a beat." she kept telling herself. Neon rolled down a fallen wall and gained speed towards Yang, once she approached the Bombshell Brawler she began to relentlessly beat her with her nunchucks making sure to move all around so that Yang couldn't hit back. Finally giving Yang a break from the barrage, Neon stood back giving Yang a kitty cat smile. Yang reloaded her gauntlets and Neon cracked her nunchucks like glowsticks and they began to glow a light blue.

"Oh, I saw this!" Ruby said with glee, "The color of her nunchucks depends on what Dust she has loaded in them. So in this case it's Ice Dust."

"Oh...Crap." Peter said as he watched Neon dodge a punch from Yang and hit her leg with the Ice Dust infused nunchuck, freezing her.

Neon skated circles around Yang laughing, "Look, now you're bottom heavy too!" she exclaimed while slapping her ass.

"Mm, she always was to be honest." Peter thought he had said to himself, but instead was out loud. Peter felt the eyes looking at him and turned to see the others looking at him, with Nora giving him a huge grin, "Oh...I said that kinda loud, huh?"

"So THAT'S what you're into. No wonder you had a thing for Black Cat." Deadpool said with a chuckle.

"Oh shut up, you tried to have sex with the grim reaper."

"What do you mean 'tried'?" Deadpool laughed.

Yang had broken out of the initial ice, but Neon hit her again in the arm making it so Yang couldn't cock back to throw a punch. Neon then bum rushed Yang and shoulder charged the brawler into the wall, "You need to COOL off," Neon quipped, "Get it? Cause you're angry."

Back to Weiss, she had just fired a multitude of ice spires at Flynt. Flynt smiled and performed an overly unnecessary front flip and blew his trumpet to redirect the flames coming from a geyser and melt the ice, "Hooo, to bad all that money can't buy you skill." he taunted. Weiss stomped her foot in anger and switched Dust. She switched to Wind Dust and fired a tornedo out the tip of her saber and got into a beam struggle with the air blast from Flynt. While Flynt was busy, Weiss formed glyphs all around and began to blast back and forth between them hitting Flynt with each movement. When Weiss though she had him on the ropes, Flynt regained his composure and split off into four separate versions of himself. With the four of them together, the Flynts were able to make a large blast from their trumpets and sent Weiss across the arena.

 _"It seem young Flynt has just activated his semblance,"_ Oobleck exclaimed, _"quite the remarkable one at that. Ladies and gentleman, feast your eyes on Flynt Coal's 'Killer Quartet'!"_

Flynt took a glance at the board to see where Weiss was at aura-wise. He smiled to himself and reabsorbed his Quartet as he approached Weiss. The heiress tried to reach for Myrtenaster, but Flynt put his foot over it to prevent her from doing so. "Will. You. Stop!" Yang shouted.

"Oh, shiny eyes, you know you're kinda cute when you're angry." Neon commented.

"Shut up, shut up, shut up!" Yang tried to chase after Neon, but once again the faunus was rolling circles around her, "Get back here!"

"Look, I wasn't saying you should to go on a diet, I was just saying you NEED go on a diet."

"THAT'S IT!" Yang shouted.

"You look great Yang, don't let her get in your head!" Peter shouted out.

"Not helping!"

"You're fat." Neon added at the last second causing Yang to explode with anger. Flynt saw that Yang had her back turned and decided to take care of her while she didn't notice. He let his Quartet out once more and faced the brawler, but before he had a chance to attack, Weiss made her move and tackled the huntsman and the resulting force caused his semblance to cancel out. The victory was harmful to tthe heiress too however, as she tackled him directly into a geyser as it blew. The result was both Flynt and Weiss losing their aura.

"Oh no!" the group shouted out. "Hopefully the damage isn't too severe." Peter mentioned.

 _"Oh my, it looks as if we have a double knockout."_ Port announced.

 _"Yes, and it seems Ms. Schnee's aura has been completely depleted. She sacrificed herself to save her teammate!"_ Oobleck shouted. _"Wait, wait. What's this?_ _"_ out of the dust and steam walked Flynt Coal who was still standing and was still 1 point above the threshold, _"It seems Flynt Coal is still up!"_

"Yeah, way to go Flynt!" Neon cheered, "Don't worry about her though, she's easy."

Yang clenched her fists, she had finally had enough. She tried to control her anger for Peter's sake, but with the girl giving her crap the whole time, the guy bad mouthing Weiss, and now Weiss gave herself up and didn't even take the guy out. The whole situation sucked, but she was through with it, she was going to make sure that her teammates fall won't be in vain. "Oh, she's pissed." Peter mumbled, "I'm going to have to spend so much time holding her hands to calm her down."

"Peter, would you mind NOT talking about lewd things you and Yang do." Pyrrha joked.

 _"Well it looks like Yang is angry,"_ Port announced, _"And you wouldn't like her when she's...upset."_ Yang punched her fists together and her aura exploded around her body.

"Neon, go!" Flynt commanded and the faunus girl blasted forward while Flynt used his trumpet to force Yang back but the brawler used her shotgun blasts to push forward. Neon tried to disrupt Yang's movement by attacking, but Yang was proving to be quite difficult to hit compared to just a few minutes prior. Yang blasted the ground below her and launched into the air, she then followed up with destroying the ground below her as she was in the air.

"Good Yang, good." Peter quietly cheered as he gripped the bar in front of him with a nervous expression.

"Peter," Blake called, "relax a little." she gestured to the bar that Peter was gripping and noticed he had bent the metal in the shape of his own grip.

The destruction of the ground led to Neon getting messed up and leaving the arena as she tried to regain composure. Yang used the absence of the annoying one to make a strike on her prey. Humans are Apex Predators baby, Yang's got the heart of a dragon and Flynt messed with someone who she considers to be close family. If the geyser didn't leave Flynt with burn marks...she will. Yang jumped in the air and shot herself forward while Flynt brought out his Quartet to blast her away, however Yang used her blasts to get through the trumpet blasts and landed right in front of him. Yang then used her hands to plug up his trumpet and gave a smirk to Flynt, "All that blowing and the girl had to finish herself off, how pathetic. Just like your fighting skill."

"Wha-?" Flynt didn't even have time to respond to the insult as Yang fired and caused his entire attack to backfire back at him. Yang stepped back and looked to where Neon was who was having trouble keeping her balance on the rough terrain. Suddenly the faunus lost her balance and rolled onto a geyser which blasted her up in the air. Yang smiled as she saw her target practically calling for her, she may have been a cat faunus, but from Yang's perspective she was looking like a dead duck.

"Bang." Yang said with a smirk as she sent one final blast at Neon which hit her dead on. "Boo-ya!" Yang said with a fist pump. Yang stood in victory for a few seconds before coming to her senses. "WEISS!" she called out and quickly rushed to her downed teammate who was covered in soot, "Weiss, Weiss, are you okay?"

Weiss lifted her head and let out a few coughs before responding in a rather coarse tone of voice, "You know, I don't think I'll be singing for awhile."

Yang let out a slight chuckle, "You know, I don't think that was proper form."

"Oh, ha ha- _*hyack*_!" Weiss coughed in return.

"Guys!" Peter called out as he ran up with Ruby and Blake, "Weiss, are you okay?"

"More- _*cough*_ -or less." Weiss replied.

Peter chuckled, "Well, I guess you won't be singing-"

"She/I just said that." Yang and Weiss replied.

"What?!" the group turned to see Neon who looked like she was going through an existential crisis, "We lost, Team FNKY lost?" the color seemingly came back to her face, "That was super special awesome! We should totally party sometime, right Flynt?"

Flynt stood up and adjusted his hat, "That was a gutsy move Schnee. I dig it."

"Oh, and you can totally bring your cute boy teammate too." Neon added.

"Uhh...he's MY boyfriend." Yang pointed out.

"Oh, she is straight." Peter mumbled.

Neon's face drooped slightly, "Awe, really? I gotta say, I'm impressed. I didn't think you could get with someone out of your league."

"Yeah, I'm shocked too." Peter replied.

"Oh, not you. I was talking about her." Neon said pointing towards Yang, "I'm kidding! You two are perfect for each other, one's all angry and the other is making jokes all the time. We saw the first match, you were awesome."

"Neon, let's bail." Flynt called. Neon smiled and took off to catch up with her teammate.

Team RWBYS basked in their glory for a little longer before Peter picked up Weiss and began walking to the infirmary. "By the way, what's with the blond hair?" Weiss asked.

"Oh, it's not permanent, so don't get used to it." Peter replied with a chuckle.

"Awe," Yang complained, "I think you look super cute with blond hair."

"Please don't unwittingly hit on my cover band of a brother when he's not here." Peter replied, "Oh yeah, if you guys want to know what Ben looks like, just look at me right now. He's me but with blond hair."

oOoOoOoOoOoOoOoOoOo

 **Yokai**

oOoOoOoOoOoOoOoOoOo

Ben tried to relax after a taxing day when suddenly: "ACHOOOO!!! Holy shit!" Ben rubbed his nose, "A cute girl must be talking about me.

oOoOoOoOoOoOoOoOoOo

 **Remnant...**

"I'm sorry," Deadpool interrupted, "but did you insult Ben by calling him a cover band?"

"Um...yeah?" Peter replied with a cocked eyebrow.

"How could you. That's pretty fucked up man." Deadpool stopped in his tracks as he just realized what he had done. He then fell to his knees and began to pound the ground in anger with his fists, "NO! No, no, no, no, no, no! I can't believe I just did that!"

"What, what did he do?" Ruby asked, slightly startled by the mercenary.

 ** _We...have been waiting the whole story, to use our one--OUR ONE F-Bomb...and you blew it on the most pointless conversation ever._** "I KNOW!" Deadpool shouted, "DAMN!!!"

oOoOoOoOoOoOoOoOoOo

 **Cinder...**

Cinder, Mercury and Emerald sat in the dorm they were given. Mercury was doing push-ups, Emerald was on her scroll and Cinder was going through files for the Atlas military. "Oh, what's this?" Cinder asked with glee.

"What? What is it?" Emerald asked.

"Oh, nothing," Cinder said as she scrolled past information about Penny, "we're just gonna make a slight...adjustment to the plan."

Mercury stopped mid push-up and thought slightly, "What does that mean?"

"It means...this will be easier than we thought." Cinder smirked, "All is coming together."

 **A/N: Shoulda had this done a long time ago, but I had, like, 2 essays to do in the same week. Not fun. Anyways, we're moving along. This chapter isn't as plot heavy...actually, can we talk about how Volume 3 is like 3/4 filler? I mean, that's subjective because it's supposed to feel like a tournament arc, but then it hits you with that curveball, but once you know the twist it feels unnecessary. Anyways, you may notice a lot of things not being mentioned...well, I assume you guys watched the show, it's the same as that so no reason to mention things like Ozpin picking Pyrrha as the next maiden and stuff like that.**

 **Anyways, almost done. I'm excited dudes/dudettes.**

 **Well, review and PM me for questions.**


	47. One v One

**One v. One**

 ** _Disclaimer, by me: Deadpool._**

 ** _Okay, so at this point you know that there are important things that happen. For example, in this part of the story Ozpin calls upon Pyrrha to get her to join his cult. But, even Ozpin wishes to keep these things secret even from the likes of Peter and, of course, me. However, I know you know that I know we all know what happens in this scene. So I'm going to summarize._**

 ** _The scene opens up to Ozpin's office with Ozpin, Qrow, Glynda and SoftPeni--I mean, Ironwood gathered around with Pyrrha taking a seat, looking awfully confused. Trying to break the ice Ozpin was like, "Yo dog, good on you for making it to the finals. Ice those fools."_**

 ** _And Pyrrha was all like, "Shhiiiii--fam I couldn't do it without my bros and my boytoy of a leader." while Qrow just sat in the back grunting like an edgy anime protagonist. But Pyrrha was all_** ** _like, "Yo Ozzy, what's the 4-1-1?"_**

 ** _And Ozpin leaned back in his chair and took a deep sip of his coffee and was like, "Listen girl, you like fairytales?"_**

 ** _And Pyrrha had a huge grin across her face and was all like, "You know I've been looking for a happy ending with my mans Jaune Arc."_**

 ** _Ozpin smiled and was all like, "Well have you heard the one about the old man that gave his energy to four young maidens?"_**

 ** _Pyrrha responds with a confidant smile and was all like, "Totally that's the one about the old man who hadn't gotten any in, like, years. So when four bodacious babes show up and act all nice for him he's like, 'Damn, you ho's out here showing me all this good shit has totally made my vitality spike, here's some kickass powers. By the way, did I mention I was a Wizard?!' and he gave the four bitches magic powers, bitches love magic powers."_**

 ** _And Ozpin was like, "Damn girl, you sure know your history of fairytales. But, like, what if I told you all that was real?"_**

 ** _Pyrrha was like, "Damn dog, you trippin'?"_**

 ** _Ozpin was like, "Nah fam, this shit legit."_**

 ** _"But why tell me? Are you gonna do some weird mystical magical voodoo shit that involves me getting some weird powers from some dead chick?"_**

 ** _Ozpin was all like, "Bitch you psychic?" Ozpin and the others went down this long elevator shaft (hehe, shaft.) and led to a secret underground corridor with one of those chambers Master Chief was sleeping in at the beginning of Halo._**

 ** _"I don't know about this." Pyrrha said as she walked down the dark hallway, "Besides how does this all work?"_**

 ** _Glynda looked at her and was like, "Maidens have to pass on their powers when they die, so like, we gotta make sure you're the last thing Amber remembers when she finally kicks the bucket is you."_**

 ** _And Qrow was all like, "And we gotta hurry this up because shit's hitting the fan fast." he took a swig of his drink and continued, "And when the girl officially passes we think her powers will go to the chick that attacked her, which would be bad."_**

 ** _Pyrrha was like, "Damn, why so secretive?"_**

 ** _To which Ozpin replied, "Girl, we don't want no public panic. That'll just attract grimm. So we wanna give you a choice, if you take the blue pill, you forget this happened and you go one living your life, but like, if you take the red pill you could become a defender of all humanity and probably the only one to stop who did this to Amber."_**

 ** _And Pyrrha was like, "Well, guess I have to."_**

 ** _Ozpin gave a sigh of relief and was like, "These are dangerous times, that chick that attacked Amber here has made her first move already and her next one could be deadly."_**

 ** _And with that, everything gets kicked back up to speed when we meet Peter and his teammates cheering on Yang in the 1v1 matches. And...here they are!_**

"WOO!!" Peter cheered, still wearing the ridiculous faux blond hair dye.

"You can do it Yang! Break a leg!" Ruby cheered.

"Win this for Team RWBYS." Weiss said, her throat still sore from the day before.

 _"Now, for the event you've all been waiting for!"_ Port announced as the crowd began to cheer, _"The one on one FINALS!"_ With that the crowd began to cheer even louder as all the fighters were seen on the big screens. _"Barney, why don't you explain the rules."_

"Did Port just call Oobleck 'Barney'?" Peter asked.

"That was weird right?" Jaune added, "I wasn't the only one that thought so?"

 _"Ah, well it's quite simple Peter,"_ Oobleck explained, _"instead of a bracket system the opponents will now be randomly selected moments before the match begins."_

 _"Like any good hunt, there will be no time to prepare!"_ Port exclaimed.

 _"Yes, yes, now to see who our first match is!"_ The pictures began to cycle through at random before landing on Yang and Mercury. The other combatants left the ring so the first match could have their fight. Now, there were no more biomes. The two got on the middle platform and the other platforms that would bring out the biomes, but instead dropped off to a ring out.

The two combatants walked towards each other and stopped when they were roughly ten feet away. "Don't go easy on me." Yang chuckled.

"Heh, you wish blondie." Mercury replied. The two walked closer to each other, both getting into similar fighting stances.

 _"BEGIN!"_ Port shouted out and the crowd roared. Yang smiled and dashed forward throwing what would be a knockout punch for her first attack. Mercury dashed forward and sent a heavy jump kick and the two attacks collided causing the crowd to roar even louder.

"Jesus, I can hear 'Seven Nation Army' playing." Peter said as the battle continued with both the combatants parrying each other's attacks.

"Oh, shit, did you want it to be louder?" Deadpool asked as he pulled an earbud that went through the side of his mask to his ear, "'Cause I can make it louder." Deadpool pushed a button and suddenly the speakers in the entire arena blasted music.

 ** _Music Que: Seven Nation Army--The White Stripes._**

After breaking apart, Mercury dashed to go for a shin kick, but Yang flipped over him. To retaliate, Yang sent a shot gun punch that Mercury spun away from. The two began to parry different jabs with each other. Mercury attempted a left hook that Yang ducked under and the brawler sent a jab to Mercury's chest that blasted the two away from each other. Yang tried to attack from a distance by using Ember Celica. Mercury flipped and slid and jumped forward to attack Yang with a scissor kick, but again, the brawler blocked the attack. Yang threw another punch, but Mercury dodged and countered with a back kick to her chin. This led to the two of them using leg attacks which, despite Yang being a kickboxer, was the advantage of Mercury who was able to take Yang off her feet. She wasn't on the ground for long though as she made a speedy recovery and attempted a ground pound.

The two continued to go at it and Mercury eventually kicked Yang back. Yang dashed forward again and was able to land an elbow strike comboed into a right jab that sent Mercury off the arena. The crowd gasped at what could be the ending to the first match, but Mercury used his legs to air jump and get back into the ring. "Suck it gravity." Deadpool and Peter shouted out. Mercury got back to the platform and immediately began his barrage of kicks on Yang. After kicking Yang back Mercury began to fire blasts from his leg similar to Yang using her gauntlets. "You know, if they did the fusion dance they'd be the perfect fighter." Deadpool joked. **_Yeah, or they'd be the worst fighter by getting their worst traits._** Yang ducked and weaved between the blasts thinking she was avoiding them quite easily, but she was so focused on Mercury she wasn't paying attention to her surroundings. All the blasts that Mercury had fired were circling the arena looking like ghosts. When Yang got close to Mercury he kicked her in the air and then followed up by kicking her back to the ground, afterward, the blasts that had been circling the arena all came crashing down on Yang. "HELLZONE GRENADE!" Deadpool shouted out.

Mercury looked to the mercenary in the crowd and slumped his shoulders, "Dammit, that name is way cooler than what I was calling it." While Mercury was distracted a blast of light came from the crater where Yang would be lying, and instead stood a very pissed off Yang Xiao Long with her hair glowing like flames.

"YAAAHHHHH!" Yang let out a battle cry as she dashed forward and began to pummel Mercury relentlessly with hook after hook until she landed a gutshot that broke his aura and one final right hook across his face to bring him to the ground.

 _"What an amazing way to start off the finals!"_ Port announced. The crowd roared and Ruby was going ecstatic.

Peter and his team clapped and cheered, but Peter noticed something weird about Yang as she walked away. She turned back to Mercury and began to approach him, _Did he say something?_ Peter thought. That's when his head began to flare, _SPIDER SENSE!_ He looked at Yang and saw her arm began to cock back, time seemed to slow and Peter pointed his hand forward making his devil horn sign to shoot his webbing, "YANG DON'T!" he shouted as a single web ball shot from his wrist. The angle was right, the positioning was right, but as luck would have it the web ball hit the force field used to keep blasts and debris inside of the arena and his webbing disintegrated on contact. Time sped up again as Yang's fist came flying down and she used a blast punch strike Mercury's leg. Mercury fell down and began clutching his leg yelling in pain. Fans were freaking out and most were booing the bad sportsmanship. Yang just looked around the arena, confused at what was going on. "Something's wrong." Peter said, "Yang doesn't even realize what happened." Peter and the rest of the team rushed down to their teammate to figure out what had just happened. Before they could get there, Atlesian soldiers pushed through with Knights and all had their weapons aimed at Yang. "Hey, piss off!" Peter yelled out in anger, "Let us handle our teammate."

"Yang Xiao Long, stand down!" one of the soldiers ordered.

Yang looked around at the soldiers, confused as to why they would be surrounding her, "What? Why?" Yang looked over to Mercury who now had Emerald at his side, Yang then looked to the screen to see that, on video, she had just outright shot at Mercury's leg with no indication as to why. _What?_ Yang thought. _This isn't right, he attacked me!_ Mercury continued to yell in pain as he was carried off by EMTs. "No." Yang said quietly, "You don't understand, he attacked me I swear!"

"Stall it! You've already caused enough of a scene." the soldier commanded again.

"If you hurt her, I swear to god, I will shove your gun so far up your a- _MMPH!_ " Peter was cut off by Blake wrapping her ribbon to cover his mouth and the other two girls holding onto his arms to make sure he didn't do something drastic.

oOoOoOoOoOoOoOoOoOo

Deadpool stood in the hallway where he saw Mercury and Emerald pass with the EMTs. As the two of them pass Mercury gives a wink to the mercenary before returning to groaning in pain. Deadpool sighed and pulled out a flask that was hidden...somewhere, and took a long swig of his drink, "And so...the begging of the end begins." **_Do we tell the kid?_** "Tell him what? That the school is gonna be attacked and there is nothing we can do to prevent it? You remember what Madame Web said don't you?" **_Oh god please no, not a-_**

 _~Flashback~_

 ** _-Flashback...God dammit._**

Deadpool was summoned by Madame Web so that she could relay a message of utmost importance to the mercenary, however there was a slight catch, **Telling Peter, I fear, will be fatal for the boy. ** Web said with slight strain in her voice.

"What do you mean? I know everything that's gonna happen, what's wrong if he does?" Wade asked.

 **Hmm, you haven't figured it out yet, have you?** Web opened up a web that showed the duos adventure up to their current point, **Everything that you've done, has not made a single change to the events of what is to come of this planet.**

"What? I totally saved Tucson, that's gotta count for something." Wade pointed out.

 **Not necessarily, you changed some events, but in the end the result was the same. Gone is Tucson, instead of being dead he leads a new life. However he is believed to be dead by everyone else. You intervened with multiple events, Miss Xiao Long destroying the night club, Miss Belladonna running away, the battle at the docks, the fight under the highway. All of these events were altered, but never changed by your interference.**

"I...still don't understand." **_We're a little dumb._**

 **In other words...** Web showed a potential future, of the school being destroyed and Spider-Man and Deadpool helping in what ways they can, **The events are...inevitable. The world is correcting itself with your...variables. Regardless if you tell Peter or not, the results will be the same. However,** Web then pulled up several webs that showed potential futures, all where Spider-Man dies, **With his knowledge of the future, there is a 67 percent chance that he will try to prevent the events before they happen. And there is a 90 percent chance that he will try to stop the horrors that occur.** Events like Peter fighting Cinder with Pyrrha, or fighting Adam before Yang arrives, to even fighting Neo on the airship as Ruby fights Torchwick. They all end with the events that are supposed to happen...and they all lead to the death of Spider-Man. **Telling Peter will more often than not lead to his downfall, but allow things to stay as they are, then he has a 87 percent chance of surviving and the two of you finishing your mission.**

"So the choices are, let Beacon fall and live another day, or try to defend Beacon with the knowledge that I have, and he dies? What kind of BS is that?!"

 **That's the problem Mr. Wilson, the future isn't set in stone. Sometimes it can be hard to determine what happens.** With that the spinning vortex that brought Deadpool to Madame Web placed him back to where he was prior to their meeting.

 _~Flashback End~_

 ** _Yes, yes I get it._** "All we can do...is wait and hope that things turn out alright for us."

oOoOoOoOoOoOoOoOo

In Team RWBYS dorm, two Knights guarded their door as Ironwood consulted the team. Peter flipped through channels and every single one was talking about the incident. He heard a tourist claim that he heard rumors about the behavior of Beacon to be normal and that he wasn't surprised the girl lashed out. Peter had had it with the news and tossed the remote through the holoscreen out of anger and frustration. "This is ridiculous, to think this crap would fall on my friends." he grumbled to himself.

"Now, I know this is hard to take in, but due to what happened I must take action." Ironwood said trying to break the bad news he was about to give to the girls, and Peter.

"But he attacked me!" Yang retorted again, like a broken record she repeated this over and over, but no one listened.

Ironwood paced around the room, "Video footage and millions of viewers say otherwise. Even your teammates saw." Ironwood replied in a calm, collected manner, one that wasn't disappointed, but sympathetic. It was like he wanted to believe the girl, but based on lack of evidence he couldn't do that.

"But Yang would never do that!" Weiss said defending her teammate and Ruby agreed. Blake and Peter both looked at each other and the two decided to remain silent for the time being.

"Listen," Ironwood turned around and faced the team, "you all seem like good students, and the staff around you can vouch for that. They know this isn't something you'd typically do...under normal circumstances." It was the pause in Ironwood's response that made Peter even angrier and he clenched the bed tightly to keep from lashing out, "What I believe, and hope this to be, the result of stress and adrenaline. When you are out on the battlefield your judgement can be clouded in an instant. Sometimes you just see things that aren't there...Even after that fight has past." he sighed.

The girls and Peter all had a distraught look to there faces. Yang still couldn't accept it, "But it wasn't-"

"That's enough!" Ironwood said sternly, almost a yell. The act of aggression was enough to make Peter stand up. The two locked eyes and stared at each other in silence. Peter stayed tense until Weiss moved over to him and tugged his arm lightly to make him relax.

"I think you've made your point crystal clear." Peter said solemnly, "We are disqualified from the tournament. Right?" Ironwood nodded to confirm and the girls had looked at each other in shock. Yang hung her head in shame, placing all the blame on her that her team couldn't finish out the competition. Ironwood turned to walk away, but Peter wasn't finished with his two cents, "I understand you are frustrated James...but that is no reason to take it out on my team. Holding her at gunpoint, making her feel terrible. She wasn't in the right state of mind and you know it." Peter was the one being stern now, all his anger that had been building up this past year, his own frustration with himself, with James, and with Torchwick and his lackeys, "I don't appreciate that tone of voice you used on my team, I may be used to things like that, but they don't have to hear it." Ironwood continued to walk towards the door when Peter said something that seemed almost like a threat, "You're lucky I'm such a calm person...you wouldn't like me if I still wore a black suit." Ironwood didn't know what that meant, but just by the tone Peter used he could tell it was bad.

"You...you guys believe me. Right?" Yang asked, still taking in everything that was said.

"Duh." Ruby agreed.

"You're hot headed, but you aren't ruthless." Weiss replied.

Blake, again, remained silent, "Blake?" Yang asked her voice breaking slightly, almost as if her heart would do the same.

"I want to believe you." Blake said in a saddened voice.

"What's that supposed to mean?!" Weiss replied angrily.

Yang's eyes began to welk up with tears, it was as if her own sister had told her she didn't love her, "Blake?" she asked again.

Blake sighed and tried to explain, "I knew someone once who wanted me to believe them. The shift to what they became was gradual, always making excuses. First accidents, then self defense...it all seems too familiar." Yang's tears began to drop now, and it seemed like she would be letting out sobs any moment. For Peter, this situation was difficult, he had never seen Yang, the most happy go lucky kind of person in both this world and his own, had tears in her eyes and she looked like she had lost everything. "But you've never done anything like this before, and you definitely aren't him so...I will trust you, but first I need you to tell me that he attacked you and you regret having to do what you did."

Yang wiped the tears from her face, "I swear, I saw him attack me. I never would have done that to someone otherwise."

Blake smiled, "Thank you."

The team looked to Peter, who had stayed uncharacteristically silent through most the ordeal, "I believe you saw him attack you," he started, "even if he didn't actually do it. You weren't yourself. Someone, or something got in your head and made you see things that weren't there. Hallucinations, if you will."

"How are you so sure?" Weiss asked, "How do you know someone got into her head like that?"

"Because I've seen this happen before. And...this has happened to me once before too. Albeit, different conditions, but I know that look when I see it. You saw things that weren't there and it made you irrational. I believe you, Yang."

Yang smiled knowing her team had her back. She wiped away the tears she still had and took a long, deep breath, "I'm gonna try and get some rest, think things over."

"We'll get out of your hair." Blake said as she and the others stood up to leave. Peter was going too, but Yang stopped him and tugged on his hand.

"Please stay..." Yang asked. Peter looked at the others and they nodded. The door closed and the three girls left the two alone.

"How's she feeling?" Jaune asked quietly. He and the rest of Team JNPR sat in their room and waited for at least one of RWBYS to come out so that they could get an update.

"She's...doing the best she can." Blake said with a worried sigh, "But, Peter's with her, and she seems to be much more relaxed when he's around. Hopefully she'll be feeling better soon."

"I heard Mercury and his team rushed back to Haven to be with his family." Ruby mentioned, "So until they land they can't exactly ask him what happened." she rubbed the back of her head nervously as she mentioned this.

"Well, if there is anything you need from us, please feel free to ask." Ren said in his usual cool tone.

"Alright." Ruby nodded, "Pyrrha," Pyrrha looked up from her bed to the leader of the other team, "go out there and win one for Beacon!"

Pyrrha gave a nervous smile, "I'll...do my best!"

Blake sighed and looked at Weiss, "Sorry, but, I think I've had enough fighting for a year."

"To think, Peter has to do stuff like this every day!" Weiss replied in astonishment. She rubbed her temples, a light headache began to form, she looked back to Blake and smiled, "Coffee?"

"Tea." Blake said as she smiled back.

oOoOoOoOoOoOoOoOo

Peter sat next to Yang in the room. It was quite, the atmosphere felt heavy, Peter felt like he was in trouble for some reason. "What's up?" he asked, "I take it you wanted to talk about something."

"I just..." Yang sighed, "I need to calm down, and I figured talking to you would be the easiest way to do that." Yang squeezed Peter's hand and his heart began to beat extremely fast.

"Uh...me? I don't know, I usually cause you guys stress don't I?" Peter mentioned hoping to change the subject.

Yang let out a slight laugh, "Yeah, when you're Spider-Man, but when you're Peter Parker...you're pretty calm guy to talk to."

"I am?" Peter asked.

"You are."

Peter didn't know where to go from here, he was completely out of his element for this one. Usually when he talks to Yang it's all jokes and puns, but now it's serious and he wasn't really sure what topics were off limits or not. _Man, some boyfriend I am._ "So," Yang started, "You said you have a brother right? What's he like?"

Peter chuckled and pointed to his hair, again it's still painted with the dye, "See this?" Yang nodded. Peter went to Weiss's makeup set and painted a scar over his eye, "There, now you've met him. We are pretty much the same person." Yang laughed.

"Is he as much as a pain in the butt as you?" she asked jokingly.

"Yeah, but not as bad as Kaine the...other one."

"Harsh."

"Hey, if you try to kill me everytime we meet, you deserve the title 'The Other Brother'."

Yang chuckled, "Okay, okay, I get it." she paused an thought before asking, "What about your aunt? What's she like?"

Peter blinked a few times, "Aunt May is...just the nicest person in the world. She always is putting others before herself." Peter took a seat next to Yang, "She practically raised me. I thank her for that, but after Uncle Ben died.. well, we haven't been in the best of shape." Yang smiled as Peter talked about his aunt, "With me being gone though...I'm sure that she's doing a lot better." Yang's eyes widened at such a ridiculous thing to say and she hit Peter in response, "Ow! What the hell?"

"Don't say things like that! I bet she's worried sick about you. The only reason you aren't there is because you're stuck here." Yang frowned at Peter, "From just what you've told me, her love for you is greater than anything else. I bet she sees you as her son and not her nephew."

Peter was a little dumbstruck, Aunt May had practically raised him since his parents died when he was so young. That being said, the thought that May considered him her own son never occured to him. "I guess...when you put it like that, I should be lucky. I didn't know my parents, so the fact that I have been in the care of one of the kindest people I know this whole time is kinda...nice."

"Yeah, I didn't know my mom either. But what I remember from Summer...she was so kind."

"If Ruby is anything to go by, then I think Summer was the best mom ever, huh?"

Yang smiled, "Totally."

Yang and Peter continued to talk, about the past, about what Peter's home and occasionally, about the future. There came a knock at the door. It opened and there stood Qrow, leaning against the side, "Well, can I come in?" he slurred. He then looked at Peter and frowned lightly, "Just what were you doing alone-"

"Wow, look at that! Deadpool is calling. I'll just...leave you two alone." Peter saw that Qrow was blocking the door decided the alternate method and jumped out the window.

"He's a weird one." Qrow mentioned as he took another drink.

Peter ran around the campus trying to do something, anything to take his mind off what he thought was gonna happen, _Oh my god, did you see his eyes? That dude was gonna kill me for nothing. I can't be in the same room as Yang when he's around, I'll be skinned alive._ Peter looked across the fair grounds where he saw Team JNPR. He thought about approaching them, but decided against it as Pyrrha and Jaune were having a heated discussion, "That's a new one." he said to himself, "What could Jaune have done to piss off Pyrrha?"

Pyrrha had placed her hands to her face as if she was trying to hide from Jaune, "STOP!" she shouted as she used her polarity to push Jaune against the stone pillar of the building and form a slight crater. Peter's eyes widened in surprise and he began to rush up to help Jaune, "I'm...I'm sorry." Pyrrha told Jaune as she ran off crying.

"Pyrrha, wait!" Jaune called out, but the huntress didn't listen.

Peter ran up to the boy, "Jaune!" he called out as he helped his friend to his feet, "That was crazy, what happened? What did you do?"

"I...I don't know." Jaune replied, "I wish I did, so that I could apologize later." Jaune sighed, "Why don't you...go back, be with Yang. I think I'm gonna go cheer Pyrrha on."

 _Can I really go back now?_ Peter thought, "Jaune I-"

"Peter," Jaune interrupted, "no offense, but this is my problem. You don't need to bother. Besides, Yang needs just as much support from you as Pyrrha needs from me."

Peter sighed and smiled at his friend, "My god, that was probably the wisest thing you've ever said." the two gave each other a high five and went there separate ways. "Things...are changing," Peter said to himself, "but change is good right? Then why does it feel...like this change is gonna be like a civil war type of change, where there are no winners."

oOoOoOoOoOoOoOoOo

 **Ruby...**

Ruby couldn't shake what Velvet had told her, that Coco had undergone hallucinations during her fight too? _It doesn't make sense._ Ruby thought, _I know it's stressful, but not THAT stressful. And then...both matches involved Mercury. Emerald was with them too._ Ruby took a seat and when she did she looked across the stadium to see a familiar patch of green hair, "Emerald?" she asked out loud, "What's she doing here?" Ruby got out of her seat and ran into the maintenance tunnel behind the stands. She walked through and began to travel down the hallway, when a familiar figure stepped out and met her gaze. "Mercury?" she asked. From outside the announcers could be heard calling the next match, and Port had just announced Penny to be the next contestant, "What are you doing?" she asked with no reply, then the announcers called Pyrrha. Ruby thought for a quick second before realization hit her, "No..."

"Oh, polarity versus metal, tch, that could be bad." Mercury smirked.

Ruby reached for Crescent Rose only to realize she didn't have it with her. Mercury got into a fighters stance and waited for the huntress to make her move.

 **Deadpool...**

Deadpool sat in the colosseum with popcorn in hand and drink in the other. "So, we are finally here, huh?" he asked. **_You said that already._** "Well, it's true, we may have a chapter or two left. What happens next...isn't pretty." **_Are you thinking of telling him? So that he's prepared for what happens?_** Deadpool stopped and thought, "I...I don't know. For me, I'm prepared, but for him? His heart my break." Deadpool sighed, "Poor Jaune." **_Yeah, he--Wait, what? Weren't we talking about Peter?_ ** "Hm? About what?" **_Telling him about the ending! Are you really not going to prepare him?_** "Madame Web said I can't, and that I shouldn't. Kid has a higher risk of dying if I tell him." **_You believe he could die?_** "I don't know...maybe."

 _"And now to begin the randomization process!_ _"_ Oobleck announced.

"Penny v. Pyrrha." Deadpool took a long sip from his drink, "The end...begins."

 **To be continued...**

 **A/N: Not gonna lie, I was a giggly bitch writing that opening scene. I was trying to think of Antman when his buddy explained stuff. It's great.**

 **Anyways, there you have it folks, another chapter and the end is near, the great destroyer has arrived and who knows who can put them down. I'll see you soon. Remember to review.**


	48. Last Stand

**Last Stand**

 **Ruby...**

Ruby stood wide eyed in the hallway staring at Mercury, "Mercury?" she asked, "What are you doing here, you're hurt. Why are--eh..." Ruby was starting to point one and one together, but she had to be certain, "What is going on?" she asked in a serious tone. Mercury only smirked and didn't bother to give a response, "Fine." Ruby said while squinting with anger, "If you won't tell me," she would move out of the way to walk past him, but everytime she did Mercury followed and blocked her path. Outside, she could hear the fight beginning, _Man, this isn't good._ she thought.

oOoOoOoOoOoOoOoOoOo

 **Peter...**

Peter walked back to the dorm, peeking through the window to make sure Qrow wasn't there, _Oh thank god._ he thought. Yang slid the window open suddenly and nearly made Peter fall from the side of the building. "Are you spying in me?" Yang asked as she pulled Peter into the room, "What, did you think you'd get to see me changing or something?"

"Well-"

"Because you could have just asked." Yang lifted her shirt up slightly before Peter stopped her.

"NO!" Peter stopped her hand and cleared his throat, "While I appreciate the gesture, that isn't necessary. I was just seeing if Qrow was here."

Yang snorted a laugh, "What you scared or something?" she asked. When Peter didn't respond she knew she had hit the nail on the head, "Oh my god, you're scared of Uncle Qrow? That's hilarious!" Yang pulled Peter down to the bed so they could sit and talk like they were doing earlier. "Do you...do you think that things will be okay?"

Peter thought for a second, "Yeah, I bet everything will be fine." Yang smiled slightly while looking down at her feet like she was thinking about something. Peter leaned in and locked lips with Yang, catching the brawler by surprise.

"Wow, someone is awfully confident today." Yang replied.

"Too soon? I thought it would cheer you up to have some affection, but if you're irritated you don't have to-"

"Shut up!" Yang interrupted by returning a kiss back, "You talk too much."

oOoOoOoOoOoOoOoOo

 **Ruby...**

Ruby and Mercury continued to stare each other down as the fight began outside, "Showtime." Mercury said with a wide grin. Ruby tried to run past Mercury, but everywhere she moved he'd move too, he was like a defender in soccer. Not seeing any choice, Ruby resorted to her semblance to blast forward to get past Mercury. "Nope!" Mercury shouted as he kicked Ruby in the gut and then kicked her to the ground. Ruby held her gut while on the ground, _Peter! I'll get Peter!_ She reached for her scroll, but when she pulled it out Mercury blasted it out of her hands, "No no, let's keep this between us friends." he said with a smirk.

oOoOoOoOoOoOoOoOo

Outside, Deadpool watched as the fight advanced between the android and Pyrrha. **_Not even gonna attempt to stop this huh?_** "What's the point? We can't stop this shit from happening anyways. May as well just...enjoy the Imax view." Deadpool looked over to where Emerald was sitting and saw her concentrating intently. "Pyrrha should be seeing the mass amounts of swords by now."

Penny shot her arms forward to send out her swords and in retaliation Pyrrha used her polarity to push the weapons back at full force. The swords went back and the strings attached to them began to wrap themselves around Penny's body and pull backwards. With the force caused by Pyrrha to push the swords back, they pulled and pulled until the strings ripped through Penny's arms and torso. Her body collapsed and Pyrrha stood in horror at the event that just occured, a sentiment shared by everyone else in the colosseum as well. Even from where he was sitting, Deadpool could see the eyes of Penny turn lifeless. The mercenary had a lump in his throat and a tear rolled down his eye. **_You knew this would happen. Why are you getting so worked up over it._** "Because I know the kid is gonna have to deal with losing more people he cared about."

oOoOoOoOoOoOoOoOoOo

Back with Ruby, she heard the commotion outside the maintenance tunnel and went back the way she came, a 'tactical retreat' but what she saw...she was not prepared for. Eyes widened in despair, Ruby fell to her knees, "Penny..." she said quietly. The robot girl who befriended her lie motionless torn to four separate pieces. Tears began to run down her face, she couldn't hold it in, it was too much to handle. Mercury walked out to follow Ruby, but when he saw the plan was in motion he left without a trace. While everyone was preoccupied with Penny, a mysterious message began to sound out over the intercoms of the colosseum as well the tvs and other devices of the thousands of people watching the tournament.

 _"This...is not a tragedy."_ the voice announced, it was the voice of Cinder, but really only Deadpool would realize that, _"This...was not an accident. This is what happens when you hand over your trust, hand over your safety, hand over your children to men who claim to be our guardians. But in reality...are nothing more than men."_ she said dryly.

 ** _Wait, was Cinder a third wave feminist the whole time?_** "Not a good time for jokes." Deadpool winced, **_Right, my bad._**

 _"Our academies's headmasters hold more power than most armies and one was audacious enough to control both,"_ Ironwood, in anger, stood up and began to walk out of the arena, _"they cling to this power for the claim of peace, and yet...what do we have here? One nation's attempt at a synthetic army (again) just to be destroyed by another star pupil."_ Upon hearing this Pyrrha gasped in surprise. _"What need would Atlas have for a soldier disguised as a little girl? I don't think Grimm can tell the difference. And what, I ask you, is Ozpin teaching his students? First a dismemberment, now this? Huntsman should carry themselves with honor and mercy...yet I have witnessed neither."_ Across multiple places, this message was heard, by Weiss and Blake at a café and even by Peter and Yang who tuned in to watch the match. Peter clenched his fists and gritted his teeth, he had a VERY bad feeling on what was coming next, _"Perhaps Ozpin felt that by defeating Atlas the people would forget about his colossal failure to protect people when Grimm were running in the streets. Or perhaps...this was his message to tyrannical dictator that began occupying an unsuspecting kingdom with armed forces."_ People looked all around and began talking about what wss being said, no one was sure what was right and what was left, but everyone was uneasy, _"Honestly, I haven't the slightest clue who is right and who is wrong, but I know peace is fragile. And the leaders of our kingdoms conduct their business with iron gloves. As someone who hails from Mistral, I can assure you, the situation there is...equally undesirable. Our kingdoms are on the brink of war, yet we, the citizens are left in the dark."_ she paused and rumbling was heard, like an earthquake but not as massive, _"So I ask you, when the first shots are fired...who do you think you can trust?"_ and with that her transmission cut out. Oobleck and Port scrambled to try and get a message to the people and before anybody knew it, the alarms of a Grimm invasion began to sound throughout the colosseum.

 _"Alert,"_ the A.I. called out, _"Incoming Grimm attack. Please seek shelter in a calm, orderly manner._ _"_ there was no time for calm as the people, already on edge with Cinder's message, began to panic and rush out of the colosseum as quickly as possible.

Finally, Ironwood made it to the announcers booth, hoping he cam gain some calm in this situation. He picked up the mic and tried to command the crowd of people, "Ladies and gentlemen, please, there is no reason to panic!" upon saying this, a Giant Nevermore landed on the shield protected roof of the colosseum and began to peck at it to get inside.

Sun got from his seat upon seeing the creature, "A Nevermore?!"

"How could it get past the kingdoms defenses?" Coco asked.

Ren shook his head in disbelief, "It wasn't alone."

Ironwood looked on at the beast as it tried to peck its way into the stadium when he got a call from Ozpin, "Ozpin!" he answered, "The girl...I can explain-"

 _"You brought your army to my Kingdom James...Use it."_ Ozpin replied before hanging up.

Ironwood got into contact with all his main ships and ordered them to make attack preparations and defend the kingdom. The only problem with his orders were that some of the ships were already being attacked by passing Grimm.

oOoOoOoOoOoOoOoOo

Upon the fear and invasion of the Grimm, Neo took this time to execute her part of the plan: Free Roman and disrupt the military. Easy as cake. However, she would only be doing that, anything that required attacking the school she would not do on behest of Deadpool's request. She didn't bother to ask questions, nor did she find it necessary, he has his reasons and he is more than competent enough to handle matters on his own.

Once Roman was freed, the plan to disrupt the military was placed into action by hijacking the ship he was held captive on, possible thanks to Neo taking out the guards and then turning on the other ships in the vicinity and opening fire on them. All Roman had to do was shoot one ship down and it collided with another to bring both ships to the ground, "Hahahaha! It's good to be back baby!" he shouted with joy.

Meanwhile, the White Fang held up their part of the plan by using Bullheads to land on school grounds and unleash both troops and Grimm. On one of the Bullheads was Adam, the psuedo-leader of this faction of the White Fang, "Bring them to their knees!" he ordered as Ursa's and other Grimm charged onto the school grounds.

oOoOoOoOoOoOoOoOo

 _SPIDER SENSE!_ Peter thought as he gripped his head in pain, "Peter, what is it?!" Yang asked as she clutched the vigilante.

Peter looked up, a frown on his face an a scowl adorned, "We're in danger." Peter pressed the center of his chest and changed into his suit, "We have to go." Yang nodded and the two ran out, with Zwei, into the hallway. Already things weren't looking good as Beowolf broke through the ceiling and landed with a thud just a few feet in front of them. Yang, out of knee jerk reaction, sent a shot to the Grimm's head and it disintegrated on contact, "Seriously? How'd he get that high? It doesn't make sense!" Peter complained, "I mean, we're on the 4th floor!"

"No time for that, we should get moving!" Yang said as she dashed forward. Before she got too far Peter grabbed her by the wrist and stopped her, "What? Peter we have to do something!"

"I know it's just...I don't want you to get hurt. Maybe you should stay back." _This has bad written all over it, I can't let anything happen to her._

Yang pulled her hand away from Peter's grip and scoffed, "As if! I'm in this, 100%." she looked at Peter, in his costume, and even though he was wearing a mask, she could tell the kind of worried expression he had on his face. She sighed and walked up to him and placed her right hand up to his face and held him, "Peter," she said in a calm manner, "I know that you've had issues before, and I know you're worried, but you don't have to worry about me. I can take care of myself you know? This isn't Earth, here people have an extra layer of protection, so if you ever get worried about me being hurt too much, just remember my semblance and my awesome force field you wish you had."

Peter laughed slightly and held onto Yang's hand, he gripped it tightly and nodded, "Alright. I trust you, but the moment the situation gets too tough I need you to call me." Yang nodded. _SPIDER SENSE._ Peter grabbed Yang and Zwei and dodge rolled forward to avoid the ceiling and a large amount of rubble from falling on top of them. Evidently that Beowolf from earlier took out some load bearing beams.

The two stood up and looked behind them to see the way back to the dorm was blocked, "Well, you're stuck with me now anyways." Yang joked as she began to run ahead. Peter sighed, _Just my luck._ He continued to look at Yang as she ran ahead of him, but he couldn't shake the feeling... _She may be able to take care of herself...but why do I have a bad feeling about everything?_

oOoOoOoOoOoOoOoOo

At the fair grounds, things weren't faring much better, with stalls on fire, people being attacked and Grimm overrunning the entire area. Weiss and Blake seemed to be the only huntresses there. At first they could only look around in disbelief. Blake, wanting to make sure Yang and Peter were okay, called up Yang's scroll, "Yang, where are you? Are you and Peter okay?"

 _"Uh, fine, fine. At the school. Hey, uh...Ruby wouldn't happen to be with you would she? She isn't answering me or Peter."_

"No." Blake stated, "We haven't seen Ruby since earlier today. Last we heard she went to watch the match." there was a silence and Blake knew Yang was worried.

 _"I'm sure she's fine._ _"_ Peter said from Yang's scroll, _"It's like you said, you girls can take care of yourselves, yeah?"_ Blake smiled that Peter could trust them more.

"This can't be happening," Weiss said in disbelief, "Penny..." she looked down with a distraught face.

 _"We're heading to docks by the courtyard, Peter said he saw guys in White Fang outfits letting the Grimm into the school!"_

 _"They tried to drop a Borbutusk on me!"_ Peter shouted in the background.

"Wait, the White Fang is HERE?!" Blake recoiled in shock, fear, and anger. On the otherside of the line growls and grunts from Grimm could be heard as well as grunts of exertion from Peter, "Yang?"

 _"We gotta go, things are getting busy on the second floor."_ With that, Yang hung up. All around Blake and Weiss was destruction and terror as Grimm destroyed the fair grounds.

"Blake, what do we do?" Weiss asked.

Blake looked at Weiss and then back at her scroll, "We're going to the docks...and we're doing our job." Blake had a determined look as she punched in the coordinates for her locker to come to her, "We have to help." Behind the two Blake's locker landed with a loud crash and inside, waiting, was Gambul Shroud.

Weiss looked at Blake and saw the determination in her eyes as she did the same, "What was that thing that Peter always said?" she asked, "'With great power comes great responsiblity'? Well, I guess with the power we have, it's our responsibility to protect as many people as we can!"

"Well put...Ice Queen." Blake added.

oOoOoOoOoOoOoOoOo

Back at the colosseum, Ruby still sat motionless in shock. The grief was pressing down on her like a ton of bricks, and she didn't know how to handle it. People ran past her to get out and the whole time the alarm kept warning of how much energy the barrier to the ceiling had.

Pyrrha, still stood in shock the guilt of killing someone overwhelming her. Overhead the Nevermore continued to smash down on the ceiling, but she still stood still. "PYRRHA!" Jaune shouted trying to gst her attention, "Pyrrha you've gotta move, that thing is gonna break through any minute!" as Jaune said this the ceiling protective field began to flicker and the Nevermore flew up to give it one last blow. Jaune, upon seeing the Nevermore fly up, jumped down to the arena to snap Pyrrha out of her thousand hard stare. "PYRRHA YOU HAVE TO MOVE!" The Nevermore came crashing through the ceiling and landing on the arena just in front of Pyrrha, sending bother her and Jaune sliding across the ground.

The creature looked at Pyrrha with its beady red eyes and screeched. Sensing her fear it lunged forward to eat her but was stopped when a figured bolted at break neck speeds and stabbed it in the neck with one of Penny's swords. Pyrrha looked up to her savior and saw Ruby gripping onto the blade as if it were second nature to her. The creature recoiled back and screeched again. "R-Ruby?" Pyrrha asked, still shaking from what had happened.

"Leave her alone!" Ruby shouted as she readied the sword against the Grimm. The creature screeched again and went up to fly, but as it lifted into the air it immediately fell back down and its head rolled for a couple of feet before disintegrating with the body. Walking through the ash was Deadpool as he held onto both his katanas.

"Well, you know what this means right kids?" he asked, "This means all hell has broken loose, and I'm the janitor! Meaning I have to deal with all the crud that you guys don't want to throw away and scrape gum off the bleachers, OH! And I won't get respect from outsiders...wow, just like back home!" Shortly after Deadpool killed the beast, dozens of lockers cam flying down and a few almost hit him, "Damn ODST's, no respect for the people or wildlife!" he complained while waving a fist in the air.

"Are you...helping us?" Ruby asked.

"Damn straight! I'll stay on the ground while you guys do your thing as well. Just act like I'm not here." he said with a bow. With Deadpool the remaining huntsman that were in the colosseum all grabbed there weapons, teams like SSSN, NDGO, CFVY, JNPR, FNKY, and ABRN, all stood with Ruby to defend the school. Ruby smiled at all the people who came to help, especially those that didn't even go to this school.

Ruby looked down to Pyrrha, "Ruby..." Pyrrha cried as she held a piece of cloth from Penny. She clenched it tightly and let tears drop, "I'm so, so, sorry!" Deadpool sighed and walked up to the prodigy.

Deadpool picked Pyrrha up by her arms and patted her shoulder, "Unfortunately now isn't the time to mourn, we have to protect the school right?!" the students cheered in agreement, "We have to fight off the Grimm, right?!" another cheer of agreement, "I'm gonna be honest, this is gonna be dangerous, you will probably be laying your life on the line. If you left now, I wouldn't fault any of you, you're just kids after all." the kids all looked at each other.

"We can't leave." Jaune announced, "The lady on the microphone, she's responsible for all of this." he walked to Pyrrha and handed her her sword and shield, "They made this personal, we need to make sure that they don't hurt anybody else."

More roaring from Grimm was heard and the students looked up to see more were coming. Winged horse like Grimm, "Griffons." Ren said.

"Anyone got a plan of attack?" Neptune asked as he held his gun up to the creatures. Deadpool lowered Neptune's gun so that he could pull out one of his Deagles and fire a few rounds into a Griffon taking it down. "Yeah, well...okay I guess that makes sense."

"Sun!" Ruby called out, "I need your scroll." Sun used his tail and tossed Ruby his scroll. Ruby pointed the scroll behind her and her locker came flying in with Crescent Rose. She went to receive her weapon, but a Griffon landed on top of the locker, blocking her path. Ruby backed up in fear and the Grimm looked to attack, but was shot in the face, the blast coming from Professor Port.

"Students," Port announced, "I believe it is time for you to leave."

"But we want to h-" Ruby tried to argue, but was cut off by Oobleck.

"Ms. Rose." Oobleck said to stop her, "This day will surely go down in Remnant's history. I'd prefer it if they could live to tell about it."

Ruby nodded, "Let's go." the other students nodded and left with her.

"Mr. Wilson."Oobleck called out.

"Please, Mr. Wilson was my alcoholic, abusive, father." Deadpool replied.

"Please...watch over them." Oobleck pushed up his glasses and nodded.

"For sure dude."

oOoOoOoOoOoOoOoOoOo

Civilians were still running out of the colosseum so they could get to the escape ships. The screaming and the panic was still happening, which only increased when the Grimm would come which would just bring more fear, it was a lose-lose situation. Many of the civilians were crying because they had never experienced this kinda of pressure before, hell, some had never seen Grimm before.

Unfortunately where escape ships left, White Fang Bullheads carrying Grimm took there place and dropped off the monsters which went on to maul or take the people. Atlesian Knights opened fire and were able to save many civilians, however because they were mere androids, they were destroyed quite easily by the Grimm. A Beowolf picked up one of the Knights and ripped it in half right in front of Ironwood. The monster growled and snarled at the general who took a deep breath and sigh before running towards the beast, slowly picking up speed. The Grimm did so as well and the two went to clash. The Grimm jumped while Ironwood pulled out a pistol and slid under the beast while firing at it. Ironwood continued to blast the creature as it rushed at him again. It tried to throw a slash, but Ironwood blocked it with his right arm. Ironwood grunted as he grabbed the Beowolf's claw and spun it around before slamming it to tthe ground, he then brought it back up and fired a single round into its skull.

The kids, and Deadpool, found Ironwood and rushed to him, "General, what's going on?!" Ruby asked.

Ironwood looked at the students and sighed, "It's not good. Grimm are overrunning the city, White Fang have invaded the school and to make matters worse some..."

"Asshat." Deadpool mentioned.

"Yes, has hijacked one of my ships. We have no control of the skies. So I must take it back. You kids...you have two choices, fight or leave...no one would fault you if you did." Ironwood stepped on his ship and took off.

The students already knew the answer, they had decided moments ago when Ruby and Deadpool destroyed that Nevermore. They had to defend the school, they felt it was necessary. "We can grab a ship for Beacon." Jaune mentioned.

"Oh, I can fly it!" Deadpool announced.

oOoOoOoOoOoOoOoOo

Weiss and Blake ran up to the courtyard and were slightly relieved to see that Knights were there for backup. They stopped when they got a call on their scroll from Peter, "Peter?" Weiss picked up, "What happened, where are you?"

 _"Uh, about that..."_

"Is Yang okay?" Blake asked.

 _"We...got separated. A bunch of Grimm broke through, Knights were fighting them...they were both fighting White Fang. But then something happened. The Knights, you know how they hated me? Well, they do again...as well as Yang, and NOT the White Fang. Be careful._ _"_

"What does that mean?" Weiss asked.

"It means," Blake said as she pulled out Gambul Shroud as the Knights had pointed their guns at the two huntresses, "We need to be on guard." The Knights began to surround the two and Weiss had to hang up on Peter and pull out Myrtenaster.

oOoOoOoOoOoOoOoOo

With Peter, he took a deep breath as Knights and several White Fang members approached him, "Fellas, fellas. Can't we just settle this over a game of chess?" One of the White Fang members fired their gun, which Peter dodged. The movement caused the Knights to open fire and Peter to dodge more. "Damn, you guys are aggressive, don't you know it's my first time...getting attacked by two armies. Sorry, should have specified." Spidey webbed one of the Knights towards him and put it in a headlock, he then used the gun to fire at the other Knights. When he was finished her ripped off its head and punted it at a White Fang member, which got knocked off his feet. More White Fang began to approach and more Grimm began form around them. Spidey let out an exasperated sigh, "Guess I'm getting my workouts today." he then stretched a little bit and popped his neck, "Okay...show time."

oOoOoOoOoOoOoOoOo

On Ironwood's side, the AKs switched sides while he was flying his aircraft. He tried to stop them, but it was too late and they already blasted the ship they were in out of the sky causing him to crash into the city.

Ruby saw what happened from the airship they hijacked and knew she had to do something. Without thinking the young huntress ran to the top of the airship and jumped off to go back to the colosseum. She ran to her locker, hit a set of coordinates and held on to dear life as it flew up high in the sky. She approached the airship that was still flying, presumably the one that wss hijacked, and jumped off onto the deck.

oOoOoOoOoOoOoOoOo

Roman heard a loud thump outside the airship and sighed, "Neo, please go check on that. I'm kinda...busy." he said while pointing at the door. Neo rolled her eyes, but smiled and nodded all the same.

oOoOoOoOoOoOoOoOo

At Beacon Weiss and Blake did their best to destroy the mass amount of Knights that plagued the courtyard. Weiss sped through the Knights, using her glyphs to avoid their attacks and chain hers together, slicing and dicing the androids. She then used a glyph to push her forward and shoulder bashed a Knight.

Blake fought off White Fang members as they ganged up on her. She used her semblance to give her the edge and avoid the White Fang's slices and gunshots. When too many of them got close to her, Weiss was able to blast them to the air. Blake jumped behind the collapsed White Fang members and landed next to Weiss. "Wait, what's that?" Blake asked. Off in the distance, remaining Atlas soldiers fought off against a Paladin, "Great...those again."

Before they could move a body came sliding across the ground. "Hello ladies." Spidey said, slightly out of breath, "Interesting meeting you here."

"Peter?" Weiss asked, "Where did you come from?"

"Oh...That." Peter pointed to a Bullhead that began to crash down over the school, "I was trying to pull it down with my webbing, but got whacked by an Ursa." Spidey stood up and dusted off his suit seething in pain as he did so.

"Are you alright?" Blake asked.

"Yeah yeah, just tired. Hey, let's split up real quick yeah? Blake, I heard screaming coming from over there," Peter pointed near the cafeteria, "Weiss, take care of the Grimm over there and I'll..." Spidey turned around to see the Paladin attacking the soldiers, he ket out a long, exasperated sigh, "I'll take care of that I guess." the three nodded and took off in there respective directions, "Break." Spidey said as he clapped his hands together. As he rushed towards the Paladin he seethed at the pain from his ribs, _Must have broke a few from that Ursa._ he thought and as he ran he felt a sharp pang in his right knee, _Damn, I'm turning into an old man._ Spidey shot a web line and swung towards the Paladin to take its attention away from the soldiers. "Hey bucko. You know, you're one of my favorite classes to use in fantasy games. Heheh, get it? Paladin? Eh, you're a robot what do you know?" Spidey wrapped his webbing around the gun and pulled with all his might, eventually ripping it off. He then jumped in the air and webbed the gun, performed a few air somersaults and slammed the gun over the Paladin's body. The giant mech took one more step and then ultimately collapsed.

oOoOoOoOoOoOoOoOo

Blake ran off to ththe cafeteria area, she saw a Beowolf climb up the wall and was about to follow it, but stopped when she heard cries of pain. She looked inside the window and inside was the man of her past she never thought she would see again, the rose red hair, the black coat, the sword. No doubt about it, it wss him, "No..." Blake said with fear, "Adam?"

Adam turned and faced the faunus, "Ah, hello my darling." he said with a wide grin.

oOoOoOoOoOoOoOoOo

Cinder looked down at the destruction caused by the Grimm. The burning school, the fear of people attracting more Grimm, the negative emotions caused by the students that decided to help defend it. "Beautiful." she said quietly.

Emerald and Mercury stood by her side and watched the destruction below as well, the students were struggling there was more Grimm then able bodies to fend them off. "It's...almost sad." Emerald said.

"It's horrendous," Cinder smiled, "Focus on the Atlesian Knights." she commanded and Mercury focused his filming, a broadcast of the horrors at Beacon, on the androids. During the midst of fighting, Spider-Man came through and took on a major group of the Knights on his own.

"Well, this just gets better and better." Mercury said with a chuckle, "He's not half bad, he could probably take on a whole army if he wanted to."

"Continue the broadcast until the end," Cinder ordered. Just then a large rumble was felt, like an earthquake and it made Emerald and Mercury nearly fall over. Cinder let out a chuckle as she moved to the other side of the rooftop, "You're not gonna want to miss what happens next."

Down below, Spidey was able to meet up with the larger chunck of the students, "Hey guys, I'm gonna be helping you out. Say, you all wouldn't have happened to see a gun toting mercenary trying to copy my style would you?" Spidey sidestep a paw swipe from a Beowolf and roundhouse kicked it into a pillar.

One of the students, Reese Chloris, stopped and took notice of the hero, "You're looking for that Deadpool guy right? He's just over there." she pointed in the direction of other students and Deadpool was in the middle slicing Grimm down to size. Spidey gave a thumbs up and went to shoot a web line, but his cartridge came up empty.

"Ugh, how could this get any worse?" he asked himself, reaching into his side he felt he only had two cartridges left for use, "Well...that's one way." the ground shook more violently now causing even him to slightly lose his balance. _What the hell is--SPIDER SENSE! Big one!_ A loud roar was heard in the night and flying over head was possible one of the biggest Grimm Spidey has seen yet. "Oh great, it's a dragon...wyvern. Whatever. What's your schtick? You blow fire or something? Ice?"

"Are you...talking to me or..?" Reese asked and Spidey just waved her off.

Looking at the monster flying over the school, Spidey could see something dripping off it, "Oh, it's bleeding, we'll be fine..." from the massive puddles left on the ground from the creature more Grimm was formed, "...Oh come on!" Spidey flailed his arms in the air in frustration, "When I said, 'How could it get any worse' I was being sarcastic dammit!" Spidey grabbed Reese and went to regroup with the others, "C'mon, better to be in a pack."

Deadpool, SSSN and JNPR had just cleared out a horde of Grimm and were moving on where some of the others were fighting, "Guys, we have to move out." Jaune mentioned, he and Pyrrha were going to go to, but they saw Ozpin and Pyrrha followed him. "Pyrrha!" Jaune called out.

"Go, Spidey and I will stay with your friends." Deadpool told the leader, "Stay by her side kid." Deadpool patted his shoulder and went to move out when he saw Spidey approaching, "Keep swinging, we're gonna regroup!" he yelled out. Spidey gave the 'OK' signal and kept going forward.

oOoOoOoOoOoOoOoOo

Blake began to back away at the sight of her former partner, "Running away again?" he asked in a condescending tone, "That's what you've become? A coward?"

"Why...Why are you doing this?" Blake asked, looking back occasionally to see students trying to escape Beacon.

"You and I were going to change the world remember?" he asked gesturing his hands as he spoke, "We were destined to light the fires of revolution." Adam stomped on an Atlas student's chest that he had thrown to the ground, "Consider this," he unsheathed his blade, Wilt, "the spark." he held it over the chest of the student and was ready to finish him off.

"No!" Blake shouted as she dashed forward and clashed swords with the other faunus. The two were interlocked in a sword struggle, Adam barely moving and Blake using all her power to try and push him back, "I'm...NOT running. I can't run."

Adam smirked at Blake's resistance, "You. Will." Adam lifted up his leg and spartan kicked Blake in the gut to push her down to the ground. Grimm that felt the negative emotions emitting off the two came to investigate, and a Creeper tried to have a bit at Blake. Adam, not wanting their battle to be ruined by monsters, shot the Grimm with his sheath/shotgun combo, Blush, "But it will not be before you suffer for your betrayal...my love." Adam smirked and slowly approached the downed huntress. _Damn._ Blake thought, _This is no good._

oOoOoOoOoOoOoOoOo

During this time, Deadpool, Spider-Man and the others regrouped with the rest of the students. "Where's Yang?" Spidey asked Weiss.

"We still haven't seen her, Blake is still back near the entrance to the courtyard and Ruby is...well, who knows?" Weiss gave a battle cry and defeated multiple Grimm with a few flicks of her wrist, agile and smooth like a ballerina.

Deadpool got knocked back by a larger Grimm and slid to a halt near the two. Just looking at him they could see the battle damage he's taken, his suit didn't regenerate well like Peter's did, so all his scars were visible, "Ruby is...on that battleship up there. She completes her task, then the androids shut down."

"What? How do you-" Spidey realized something, in this world Deadpool has the power of precognition. He's seen the show, he knows every twist, every moment, he knows..."Wait...he knew." in the midst of fighting Spider-Man turned heal and socked Deadpool right across the jaw.

"Ow, what the hell was that for?!" Deadpool asked while holding his mouth, "That hurt, dick."

"You bastard! You knew this whole time! You could have warned me, or them, or anyone and we could have stopped this, but you chose to say nothing for the sake of 'keeping the canon'!" Spider-Man continued as he kneed Deadpool in the face. Wade was on the ground and Spidey began to pummel him, the anger and aggression causing the Grimm to focus on them. A good beacon for sure, but definitely a dangerous one. "You could have told me about Roman stealing the Paladins, you could have told me about Yang getting manipulated, and you could have mentioned that Penny would be killed on live television you absolute DICKWAD!"

Deadpool lied on the ground taking the beating from Spider-Man, the whole time he's laughing, "Yeah, I could have told you..." he looked up, his mask now ripped from the pummel so his mouth was visible and it showed a smile, "but that would be spoilers wouldn't it?" Spidey squinted his lenses and continued to beat on him again until Deadpool finally kicked him off, "OKAY FINE! You wanna know why? Sure, at first it was because spoilers are bad and blah, blah, blah, but then I realized that the show had been out for years by now and if you hadn't seen it then that's on you chief."

"Then why didn't you tell me?!"

"Because of Madame Web!" Deadpool shouted, the revelation kinda hitting hard with Spidey, "Madame Web told me that no matter what happens, nothing will change, the world will correct itself," Deadpool snapped, "like that. We, are anomalies, Spidey, we are variables. This universe isn't ours and it recognizes that. Everything we've done, regardless of interference, has led to the same results. Events would change, but they would still yield the same results. If you saved Penny, she could have died in a different way. Hell, I let a guy live and apparently because he went into the witness protection program the universe was fine with that."

Spidey was taking deep breaths, all the while the students were all fighting for their lives around them, "So them?"

"They survive." Deadpool answered.

"Where's Yang."

Deadpool hesitated, his eyes looked around to places relative to their position. **_Gotta make sure we don't send him in the right direction,_** "Eh, I'm sure she's looking for you too bud. Did you try where you guys train at?" Deadpool said as he pointed back to Peter's dorm, "Maybe she's retracing her steps to find you?"

Spidey squinted his lenses then nodded, "Yeah, maybe you're right." Spidey looked at the other students and saw they needed assistance still and rolled his shoulders in preperation, "Alright then." _He's lying._ Spidey thought, _I should know Yang better than anyone, so where would she go?_

"Hey," Deadpool stopped him by grabbing his shoulder, "You look kinda tired, you sure you aren't over exerting yourself?"

Spidey just pushed Wade's hand off him, "I'm fine. Besides...everything turns out fine then right?"

Deadpool slumped his shoulders, "No." he said quietly, "Beacon falls...the team gets split and Yang...gets hurt."

Spider-Man looked at Deadpool and nodded slowly, "Then let's change that."

"But we-"

"Don't say can't, you don't know if we can. It's still plausible Wade!" Spidey shot a web line and swung over to a Paladin that was giving the students trouble.

"That's not the rules though..." Deadpool said quietly. **_What do you think will happen?_ ** "Best case scenario, he passes out from over exertion. Worst case...well." **_Right. Keep an eye on him._**

Spidey swung on top of the Paladin and used his webbing to keep in place. While on top of the Paladin he pulled a wall down and jumped away in time for it to crush the mech. "Is that it?" Coco asked.

"Don't!" Spidey said, "Never ask that. Watch..." he then pointed off in the distance and saw more Grimm coming towards them, "C'mon, I know that isn't all. Keep coming baby, make me as disappointed as a father who caught his son doing drugs!" as he said that AKs began to follow in close to the Grimm, "Oh, I know that isn't all. Come on! Break my heart worse than my last ex!" following the Knights were more Paladins, "There it is!" Spidey slow clapped and then pointed to Coco, "That's why you don't ask, 'Is that it'."

Coco sighed and looked at Velvet, "Well, that does it. We have no other choice, Velvet!"

"Really?! I can fight?" she gave a great smile.

"Just make them count." Coco smiled.

"What?" Spidey asked, "I don't get it."

"Just watch." Velvet walked towards the horde of Grimm that were approaching the students and held her hand. A blue light flashed from the box that she keeps on her back and a projection of Ruby's Crescent Rose appeared in her hands. Velvet then burst through the horde and sliced them with grace like Ruby would have. The weapon then dissipated and she created a new one that looked like Myrtenaster and stabbed multiple Grimm at once before switching to Ember Celica and shooting at Knights. When Paladins approached, she then had a Gambul Shroud and used the pseudo-ribbon to twist around the mech and make it fall. "Her semblance is photographic memory, she copies the moves of people she see fight with great detail. And her weapon, her camera that's in that box, it scans and copies the weapons that she takes a picture of...even yours." Spidey's lenses widened in astonishment as Velvet had Web Shooters placed on her wrist, which she used to trip up another Paladin and then used the webbing to swing herself back to Coco so she could gain distance.

"You were looking for Yang right?" Velvet asked, "Sorry for eavesdropping, I have good hearing. Look, we've got this, you need to find your teammate. Then, find Blake too, Weiss said she went off on her own." Velvet smiled, "Let some of us be your hero, yeah?" Velvet had a backpack like weapon form on her back and swords came out, it was Penny's weapon. She used the swords to cut down Grimm that came close, she then used it's laser function to take out a huge chunk of the enemies, "Go!"

Spidey looked at the others and then saw Deadpool who was preoccupied with Knights. Spidey nodded to the girls and took off. _I've got it,_ he thought, _Blake is the only person other than Ruby and maybe me that Yang cares the most about. Maybe if I find Blake, I'll find Yang._ Spidey then shot a web line back to where he Weiss and Blake split off, _I'm coming._

oOoOoOoOoOoOoOoOo

 _Oh, dang it! It just had to be him again!_ Ruby thought as she had to fight both Roman and his cohort. _Neo? Neon? No, Neon was the cat._ "Agh!" she screamed as she narrowly avoided a gunshot from Roman. When she dodged Roman, Neo came in for the attack and the two exchanged slice after slice parrying off of each other. Neo then broke into glass and Roman had fired again, this time Ruby wasn't ready for it and she was hit and knocked backwards on the aircraft. She used Crescent Rose to keep her on, but she wss having trouble getting up. Roman walked up the girl and stomped his cane next to her, "Little red, little red, you are just determined to be the hero of Vale aren't you?"

"What?!" Ruby asked, "It's really loud, could you repeat that?!"

Roman sighed and started over, "Little red, little red-"

"WHAT?!"

Roman growled and started to bend his cane in anger. "You know what? I don't need to tell you anything." Roman pointed his cane at Ruby's head and with some quick thinking Ruby grabbed the cane and pulled bringing the man off balance. Ruby stood up and out of nowhere Neo flipped over her back and kicked Ruby in the face. Ruby grunted in at the hit and did her best to recover. Neo came up and flipped again faking Ruby into thinking she was gonna kick low, when in fact she went high and nearly sent Ruby off the ledge.

"I just don't understand," Ruby shouted, "What do you have to gain by destroying the school?!"

"It's not what I have to gain," Replied Torchwick, "It's that I can't afford to lose!" Ruby gripped tighter to Crescent Rose and dashed forward. Roman saw this and ducked so that Neo could use him as a lift so she could drop kick Ruby. Neo only hit the handle of Crescent Rose and made Ruby slide back. Ruby dashed forward again and got ready to strike, but Neo jumped on her handle and flipped around behind Ruby. While in air, Neo used the hook hand of her parasol to connect to Ruby's scythe and ripp it out of her hands. Neo then kicked Ruby forward into Roman who spartan kicked her back and then fired a blast from his cane and blew her backwards nearly knocking her off the side. Ruby, while being flung back, was able to catch Crescent Rose which was stuck into the surface of the ship and used all her strength to keep her from falling. Roman smiled as he saw the predicament she was in, _Finally._ he thought, _I win._ "I may be a gambling man," he laughed, "but there are even some bets I won't take." he snapped his fingers and Neo nodded in response.

Neo walked forward with the blade hidden at the tip of her parasol out and scraping against the ground when she walked. "Like it or not," Roman continued as Neo pointed her blade at Ruby's face, "the people who hired me are gonna change the world. You can't stop them, I can't stop them. And you know what they say, if you can't beat 'em-" he didn't get chance to finish as Ruby reached up Neo's weapon and pressed the button to open her parasol. Neo gasped in surprise as the wind draft caught the opening and pulled her off and left her to float in the air. "NEO!" Roman shouted out.

"I don't care what you say, we WILL stop them. And I will stop you. With great power comes great responsibility, and it is my responsibility to beat you single handedly!" Ruby announced with a determined face. With a battle cry, Ruby dashed forward with her semblance, but Roman intercepted her with a gut shot and then a blast from his cane which knocked her back.

"I'll give you credit, you've got spirit." Roman said as he knocked Ruby upside the head with his cane, "But this...is the real world!" he slammed against her side with his cane again, "And the real world doesn't care about spirit!" he was prepared to swing again, but Ruby kicked his shin and made him jump back slightly. Roman laughed, "You wanna be a hero? Then why don't you do yourself a favor and die like every other huntsman in history, or...like your Spider friend will tonight."

"What do you mean?" Ruby asked.

"You...You honestly think that he'll survive tonight? I was watching those broadcasts, he is more exhausted now than he has ever been. All because he wants to be a hero and save everyone." Roman laughed and knocked Ruby backwards with one last swing. "Me? I won't bother with any of this. After this I'll go on to do what I do best: lie, cheat, steal, and survive!"

as he said this a Giant Griffon came down and ate him in one gulp.

Ruby blinked in surprise at what had happened, "That was anti-climactic." Ruby said to herself. The creature roared and moved towards Ruby. Thinking quickly Ruby jumped over the Griffon and kicked it at the top of its head and made it run into the main deck which exploded on contact. "Wow, did I do that? Heh, not so weak after all." Ruby took a step forward and stumbled slightly and noticed the ship was going down. Ruby looked around and saw Crescent Rose. She smiled and dashed for her weapon, a plan already in place.

Ruby ran along the collapsing ships hull as it fell to the surface, Grimm flying past her and other parts of the ship blowing up. She grabbed Crescent Rose and jumped off what she assumed to be the bow and free fell towards the school. As she fell she loaded Gravity Dust into the chamber of her scythe and fired downward to slow her descent. Finally she landed on the docks near the school and watched the ship crash somewhere in the city. "I really hope no one got hurt from that."

oOoOoOoOoOoOoOoOo

Deadpool and the students were still facing off against the Knights, Grimm stopped coming towards them. More Paladins began to form on their position and the students stood there, tired and worn, especially Weiss. Deadpool kept going strong firing at all the Knights as they got too close. "You all can piss off! This is what happens when you white knight! Heheh, get it? White knight? 'Cause they're knights and their white." suddenly all the knights just collapsed and the Paladins dropped liked they were hit by an EMP. "Bruh. Took long enough." Deadpool said as he wiped the sweat off his brow. his maske was essentially just string at this point with his right side still on, his mouth was torn off and his left side was just a string that held the right side like an eyepatch.

"Weiss!" a voice called out and running up to the heiress was Yang herself, looking a little tattered up. "You're okay! Have you heard from Ruby?" Weiss shook her head as she leaned against Myrtenaster, "Where's Blake, where's Peter?"

"Blake went after an alpha, we split up some time ago. Peter...Peter went looking for you." Yang looked to where Weiss was pointing, "White Fang were over there too. I think Peter went that way as well."

"You look for Ruby, I'll find Blake. Hopefully Peter will meet up with us." with that Yang took off back to where Blake was supposed to be. Weiss gave a thumbs up and continued to lean on her saber.

 ** _Hey, we pointed Peter in the wrong direction so he wouldn't want to follow Yang right?_** "Yeah, why?" Deadpool said scratching his head, **_Okay, just making sure. So he didn't go towards Blake?_** "I didn't see him go, did you?"

oOoOoOoOoOoOoOoOo

Spidey walked through shattered glass and rubble and eventually found an opening that lead to the cafeteria. Inside he saw a guy with black clothes and red hair and on the ground he saw, "BLAKE!" he shouted. The man jabbed his sword into Blake's abdomen causing her to scream in pain followed by sheathing his blade. _No..._ Peter thought. His anger boiled and without even thinking he rushed in to take on her attacker.

"Peter stay back!" Blake shouted. As Spidey shot forward with his fist cocked back the man turned around and reached for his blade, it began to glow red and he and he unsheathed it to slice at Peter. Blake gasped thinking Peter wss done for, but to her surprise and Adams chagrin Spider-Man caught his sword with his hands. Now, to be fair, the sword had cut Spidey and his hands were now bleeding, but he stopped the attack nonetheless.

"Hi there, I'm your friendly neighborhood Spider-Man, and you just pissed me off by stabbing my friend." Spidey lifted the sword up and kicked Adam backwards, "What's your name, Spike? It's Spike right?"

Adam sheathed his sword and ran his hand through his hair, "I am Adam Taurus, I've been waiting for this encounter. Finally, I will have the chance to kill Spider-Man."

Spidey reloaded his fists and pointed to Adam, "Yeah, well, get in line loser."

"Peter, no. Just run." Blake pleaded. She saw him breathing heavily, he was tired from his previous battles already.

"Sorry Blake, I can't do that."

 **Music Cue: 90's Spider-Man Animated Series Theme**

Adam circled around their fighting arena, as did Spider-Man. For the first move Spidey threw a table at Adam. Adam cut the table in half and Spidey's fist came flying in afterward, Adam however, was skilled enough to block the attack with Blush and strike again. Spider-Man tried to dodge a slice, but he's become a little sluggish and got a slight cut on his arm. "Ah!" Spidey shot his fist forward again and when Adam went to block it Spidey used his webs to jump over him and kick the faunus in the back of the head. "Taurus huh? Well, you know what they say, 'You fight the bull you grab the horns' and I'm gonna rip those horns off and feed them to the Grimm!"

"So hostile." Adam commented, "You and I aren't too different. We both want the betterment of the world right? What's the different between what you do and what I do?"

"Um, I'm a vigilante who stops anyone breaking the law, you're a terrorist and a racist." Spidey shot forward and kicked Adam, that he blocked, and followed up with a punch which Adam also blocked by unsheathing his sword slightly. Spidey growled in annoyance and jumped back to gain some distance, then he shot a web line just in front of him and swung down to kick Adam. The force of the kick sent Adam into the wall and he grunted in pain. Spidey continued by throwing more tables at Adam that he continued to cut down. Adam then stood in place and got in a ready stance and waited for Spider-Man to throw another table. When he did Adam waited before it was right in front of him before slicing through. When he burst through the table he almost caught Spidey off guard, but he was able to dodge an upward slice and ducked a horizontal slice. Adam quickly dashed behind Spidey and Spidey tried to get him with a kick, but Adam got Spider-Man by holding his sword in a reverse grip and stabbing backwards having the blade go through Spider-Man's back and out his abdomen region. "HYUAK!" a little bit of blood was spit out. _How did I miss that?_ Peter felt his body giving out, _Have I really used up that much energy? Have I worked myself too hard?_

Just outside the windows Spidey saw a familiar tuft of blond hair beat up some White Fang members that still lingered, "Blake! Peter!" she called out. Adam quickly removed his blade and Peter cried out in pain. Yang looked through the window and saw both Blake on the ground bleeding and Peter clutching a wound that she couldn't tell what it was because his suit was recovering too quick. She felt her heart sank, the person who she considered a sister right next to Ruby and the person who she would say she probably loved were both hurt because of this whole mess. Her anger had reached its boiling point, she punched her hands together and her hair began to glow, "Get away from them you bastard!!!" she used her gauntlets to blast her forward and went for a punch. Adam began to reach for Wilt again to do that same attack he attempted on Peter in the beginning. Peter saw the angle, Yang would be cut in half if Peter didn't do anything.

"Yang, NO!" Spider-Man shot a web line at Yang and began to pull her as Adam slashed upwards. Time seemed to slow and Peter could see he was too late. The blade came up and connected with flesh and then blood came dripping out before Yang landed. When time came back to focus, Peter could see Yang unconscious and her right arm had been cut off. "YANG!"

"YANG!" Blake shouted as she crawled over to her teammate. Blake faced Adam with tears streaming down her face.

"Why did you have to hurt me, Blake?" Adam asked as he flicked the blood off his sword, "Fraternizing with a this man in faunus clothing and some human."

Peter clenched his fists, his arms were shaking violently from anger. He had snapped. All his anger, all his frustrations of the last two years have built up, and Adam cutting off Yang's arm and badmouthing her is the massive piece of straw that broke the camel's back. _I couldn't save Uncle Ben that night he was shot. I couldn't save Chief Stacy or Gwen_ , tears began to flow but dissipate on his mask, _I couldn't save Norman from becoming the Green Goblin. Ben from himself or Scorpion. I let Blake get hurt and now I couldn't save Yang from being harmed either._ The rage within him built up and built up until he couldn't deal with it anymore. "Blake." Peter said in a quiet tone, "Leave."

"Peter-"

"Just go. It's clear to me that you'll get hurt if you stay here. I will finish this on my own." _SPIDER SENSE!_ Spidey moved his hand out and caught Adam's blade from decapitating Blake, "Now go." Blake grabbed Yang and escaped looking back one final time to see Adam and Peter staring each other down.

"Foolishness, Spider. What makes you think I won't just chase her down once I'm through with you?" Adam asked as he and Spidey paced around each other.

Spider-Man's lenses squinted, "You'll have to be able to walk first." he got into a battle stance and Adam grabbed his sheath.

"I must admit, I'm excited...to kill you." Adam said with a confident smirk.

"Then I guess we'll be fighting 'till the end of time. Because I'm gonna kill YOU!" yes, Spider-Man, it seems, is more than pissed.

 **Music Cue: This Will Be The Day--RWBY OST**

Adam held up his sheath and his sword shot out and nearly caught Spidey by surprise, but he caught the weapon and threw it back at Adam, which he caught in his sheath and pushed him back. Adam winced and dashed forward and sliced at upwards at Spider-Man, but he was too fast and ducked under and went for an uppercut. Adam blocked the uppercut with his sheath and fired up where Spidey's face would be, but Spider-Man moved the trajectory of the gun with his other hand. While in close Spidey kneed Adam in the gut a few times before kicking him back.

With the distance Adam moved, Spider-Man used his taser webs to try and incapacitate Adam for a short while. Every shot that Spider-Man fired out was blocked by Adam and they were sliced down. _Micro edge blade._ Spidey thought _, That pisses me off._ Out of frustration by the realization webs wouldn't work against Adam because he could just cut through them, Spider-Man moved as fafast as he could to punch Adam. Adam smirked as Spider-Man left himself wide open, and made his move. Adam sliced horizontally and cut Spider-Man at his waist, the resulting attack caught him off guard to the other slash attacks that Adam performed. Spider-Man's Spider Sense went off and Adam pointed his gun at Spidey's chest, Spider-Man unwittingly activated his aura which protected him from the gunshot. It was like wearing a bullet proof vest, he didn't die, but it hurt like hell. "AGH!" using his anger as a strength to fight through pain, Spider-Man found an opening in Adam's defence and punched him through a wall to the courtyard outside.

Adam stood up slowly as a piece of his mask fell off revealing just one eye in his right side, "Rgggh." he growled in annoyance. He raised his sword but both he and Spidey stopped when they saw the Grimm closing in on them, "These beasts are the least of your worries, bug."

"Believe me, right now, I'm the scariest thing here." Spidey punched a creeper in the face and Adam sliced a couple of Beowolfs.

 **Music Cue: Time To Say Goodbye--RWBY Vol 2 OST**

Spider-Man attached a web line to a Beowolf and spun him around as a sort of projectile via his web. He spun the creature into other Grimm before throwing it at Adam who sliced it in two. "Don't think I've let my guard down." he warned. Adam went for a slice, but Spidey redirected the attack into an group of Grimm and when Adam would try to shoot Spider-Man would just dodge the blasts and let them hit the Grimm around them.

Spidey threw a punch that connected with Adam, then he shot a web behind him and pulled to gain momentum as he ran towards Adam again with another punch, the he planted his feet and jump back to deliver an overhead kick. _SPIDER SENSE!_ Spider-Man turned around and caught a paw from an Alpha Ursa. Using all his might, he picked up the creature and tossed it at other Grimm. "Damn monsters." he mumbled. Before he could catch his breath Adam was already trying to slice him again. _If I'm not careful I'll-_ "AGH!" while distracted by Adam, Spider-Man had his shoulder bitten down by a large Beowolf. He headbutted the creature to get it off him before getting blasted by Adam's gun. The resulting force made Spidey fly off his feet into a horde of Grimm.

"So, this is the power of Spider-Man? Typical for that of a human. Inferior, weak. You will never have the true strength of a faunus!" Adam stated proudly as it looked like Spider-Man was going to be eaten by the creatures.

Using quick thinking, Spider-Man loaded Gravity Dust into his Web Shooters and fired a powerful shockwave that knocked the monsters off of him. "Hey!" he shouted, "Running away? Really? You scared to get your ass kicked by the Spider-Man?"

Adam turned around and snarled, "Let's...finish this."

"Bring it on, Kanye." Adam unsheathed his sword and dashed forward to slice. Spidey followed suit by sliding under the slice and quickly jumping to his feet and kicking Adam in leg. Adam responded by pointing his gun behind him and firing, nearly hitting Spider-Man's head.

The two continued their back and forth of Adam going for deadly slice attacks and Spider-Man sending aggressive, reckless, punches that were so easily telegraphed any of Peter's teammates could stand against him in a 1v1. Spider-Man finally landed a punch against Adam's face again and sent him through multiple pillars and he followed after the faunus.

 **Music Cue: When It Falls--RWBY Vol. 3 OST**

Adam recovered in air as the pillars fell around him and he began racing to Spider-Man by running on the falling pillars. Spider-Man saw Adam had recovered and used his webbing to throw more debris at him to try and slow him down, but Adam would just cut through it. Spider-Man began jumping from pillar to pillar towards Adam and both lunged at each other. Both landed on pillars opposite of each other, Spider-Man recieved a massive cut from Adam's sword and Spider-Man's punch to Adam was so strong that it left a cut on his face. The two continued to run up the pillars, Spider-Man shooting web balls and Adam would block or cut them down.

Adam jumped off and landed on the ground while Spidey went high in the air. He webbed a massive pillar and brought it towards him then he spun around to gain momentum before throwing the massive pillar down onto the faunus.

Adam resheathed his sword and gripped the hilt, he began to glow red. The pillar got closer and closer and when it was right in front of Adam he used his semblance, Moon Slice to cut through the pillar all the way and hit Spider-Man. He didn't cut through the vigilante, but the force was enough for a deep cut to form on the vigilante's torso. Spider-Man yelled in pain as he fell to the ground and Adam landed next to him with his sword sheathed again.

Spider-Man was slow to get up, but when he did Adam was quick to dash forward and slice him, and then again and then again. Spidey tried to defend himself with his aura, but Adam attacked so much that he sliced through it. Finally, the faunus went to finish the fight by impaling Spider-Man, but Spidey caught the attack...most of it. The blade cut Spider-Man's hand as he tried to prevent it from sticking in him. Spider-Man was weak, he had used too much energy helping the students and fighting the mass amounts of Grimm, now the fight with Adam dragged on longer than he would've imagined. He felt his arms giving out slightly and to make sure he got hurt one way or another, Adam aimed his gun at Spider-Man's head. _SPIDER SENSE!_ Time seemed to slow down as Adam pulled the trigger to the weapon. Spider-Man reacted quickly by taking one of his hands off the sword and redirecting the gun before the shell could come out and hit him. However, because of this he lost some strength and Adam was able to shove his sword through Spidey's stomach. Spider-Man cried in pain and headbutted the faunus in retaliation followed by removing the sword and upper cutting Adam in the jaw.

Both fighters fell, one due to injuries and another due to aura depletion. Adam looked up at Spider-Man who did the same. "I'm not...I'm not done with you." Spider-Man struggled to say, "What you did...you attacked me, you attacked Beacon, you stabbed Blake and you cut off Yang's arm. I'm not gonna stop until you pay for what you've done. I won't stop...until I avenge those that were hurt or killed because of today." Both fighters slowly got up and Spider-Man struggled just to put up his fists. Adam sliced him again and kicked him to the ground so he was facing away from the faunus. "No...I can't...I can't give up."

"Are you still moving?" Adam asked as he watched Spider-Man slowly get to his feet. Adam grabbed the hilt of his sword and dashed forward just passing Spider-Man.

Spidey recognized the attack, it was the same one that Adam used on him earlier before Yang showed up. Spidey clenched his fist and punched forward, "You won't get me with the same attack twice!" there was suddenly a sharp pain in Spidey's right leg. Peter looked down and saw Adam's blade had pierced through the back of his knee and out the front.

"I know. That's why I adjusted." Adam said as he twisted his blade while it pierced through the vigilante's knee. Spider-Man cried out in pain as he felt popping and snapping in his knee. Adam then violently ripped his sword from Spider-Man's leg and the vigilante collapsed to the ground.

"My leg! I can't move my leg!" Spider-Man would lift up his right leg, but everything below his knee had no feeling and went limp. He began to panic, he tried shooting webs to get away, but his cartridges just ran out. Adam walked slowly towards him, Spidey tried to crawl to escape, but it was worthless. Adam turned Spider-Man onto his back so that he could face the faunus. Adam then lifted up his sword and stabbed it through the upper right side of Spidey's torso to hold him to the ground.

"You say one thing, but in reality you are the other." Adam said as he removed Spider-Man's mask, "So you are human after all."

"No," Peter coughed out, blood coming from his mouth. "I'm not just the spider...and I'm not just a man. I am one with both, protector of human and faunus alike...I am Spider-Man."

Adam smirked, "No...you're not. You are but human scum...and scum, deserves to be destroyed." Adam held his gun against Peter's stomach. Peter's eyes widened as his Spider Sense told him of the impending danger, but he couldn't do anything. Then a gunshot was heard and Peter's body went completely limp, a gunshot from point blank, blood trickling out. Adam pulled out his sword and flicked off the blood before resheathing it. He looked at Peter's mask and tossed it on his gunshot wound, "Spider-Man, no more." he said.

Adam limped away, it seems he had taken more damage then he thought. "One more of those punches, and he for sure would have killed me." he said in disgust. Adam clicked on his scroll to announce the news to the remaining White Fang, "This is Adam Taurus, Spider-Man is defeated. Repeat, threat is defeated."

oOoOoOoOoOoOoOoOo

 **Deadpool...**

Deadpool was helping the students evacuate Beacon while Weiss waited for her teammates to arrive, "Yang!" she shouted out when she saw the condition she was in, "Blake, what happened?" Blake wouldn't say anything, just stare in horror at what happened to her friend. "Where's Peter?" Weiss asked.

Deadpool looked to Blake with clenched teeth and wide eyes, "Peter was with you? What happened? What's he doing now?"

Blake looked away, tears streaming down her face, "He...he's fighting Adam."

"What? Who's Adam?" Weiss asked, "Deadpool do you-" she looked for the mercenary, but he was already gone.

"No." Deadpool said as he rushed back to the school, "no, no, no, no, no!"

Deadpool stopped and hid behind a pillar when he saw a group of White Fang members, _"...Spider-Man is defeated. Repeat, threat is defeated._ _"_ Deadpool heard coming from their scrolls.

"You hear that?" one of them asked.

"Yeah, that's Adam for you." another agreed. Deadpool took a deep breath before coming out from behind his pillar, "CONTACT!" the White Fang members held up their guns and Deadpool held his hands up.

"Woah, woah, guys, it's me. I'm Deadpool." he said calmly, "Remember, I worked for Roman? Listen, did I hear that correctly? Spider-Man is down?"

"Yeah!" one of the members said excitedly, "Boss said he'd kill him, didn't think he'd do it here."

Deadpool nodded, "I didn't think I'd be doing that here either." Deadpool said as he pulled out his Deagle and shot the White Fang member in the face, and then the other. The last one shot Deadpool, but the mercenary grabbed his gun and pulled him closer before putting him in a chokehold and breaking his neck with his own gun. "That joke isn't funny."

Deadpool looked all around for a sign that Spider-Man was killed, a body, a body part, dust particles. He had started to think that maybe Adam fell for the ol' 'make them think your dead and hit them from behind' routine, but then he saw a puddle of blood on the ground with a body in a red suit. "No..." he ran to the body and slid by his side holding his limp form in hands. "Spider-Man...Spidey..." no answer, "...Peter." tears dripped down the mercenary's face as he held the head of Peter against his chest. "This wasn't supposed to happen, it wasn't supposed to be like this!" he cried, "This is all my fault. I was supposed to protect you. I didn't want you to know what would happen because of something like this, I tried to keep you away from those who would kill you. Peter I...while we were stuck here...I just wanted you to be happy. You've been through so much kid, and I tried to take advantage of us not being in New York, but it only got you killed." Deadpool reached down and grabbed Peter's mask and clenched it in his grasp, "AAAAAGGGGGHHHH!!!" Deadpool picked up Peter and moved his body against a pillar so that he could easily be found by those who came looking. Deadpool looked at Spider-Man's mask one more time and shoved it in his pocket. Deadpool looked up and he saw the Dragon Grimm flying around the tower of the school. **_What do we do now?_** "What we always do." Deadpool stood up and left Peter's body, he walked around the school until he found a large group of White Fang members.

"I don't appreciate you doing this to the school." he said to gain their attention.

"What are you going to do about it, merc?" one of the White Fang members laughed.

Deadpool smirked and then a large creepy smile, "I'm just gonna have to kill you all." the White Fang members looked at each other and pulled out their weapons and began to surround the mercenary.

 ** _Music Cue--_**

"NO! No more of that. I'm not playing games here. I want everything be silent. All I want to hear is their screams and the sounds of their bones crushing at my feet." Deadpool pulled out one katana and one Deagle and waited for the White Fang to approach him. He didn't care anymore, he let them shoot him, he let them stab him. When they blasted him in the head he just got back up and did the same. Deadpool hasn't got a care in the world and it showed as he relished in the screams of agony when he would slowly kill the White Fang members. The last one he held beneath his boot.

"Please! I have a family! You must understand!" the faunus pleaded.

Tears dropped from Wade's face as crushed the man's skull, "That's funny...because I have nothing now. You all took that away from me. So go ahead, plead for your life, but just know...I don't care." Deadpool caved the man's skull in with his boot and looked at the work he had done, "It doesn't matter...you don't exist in my world anyways."

A bright light shone in the sky that was blinding to all that saw it. The Dragon Grimm was frozen in place and the general appearance of Grimm in the area had dwindled. "That's our que to go." Deadpool said as he began walking away from the school. **_But, where will we go? What will we do?_** "What do you think? Five of the Sinister Six is still here, we're still here and our presence can lead to both this world and our world being consumed by darkness." **_So...what's the plan?_** "We find the Six, we go home, let Remnant deal with it's problems on it's own. One things for sure...I want to be far away from this god forsaken school." with that, Deadpool walked off into the night. He was never found by those who came look for bodies and he wasn't heard from from others either. He just vanished. But, he will be back.

There is still a job to do in the world of Remnant.

 **-Deadpool will return-**

oOoOoOoOoOoOoOoOoOo

 **After story**

oOoOoOoOoOoOoOoOoOo

 **Ruby...**

After the battle, Ruby had tapped into a power she didn't know she had had. Because of this she fell unconscious and barely recalled what had happened that night. Nobody told her that Peter was presumed dead only that he was missing. She was told Pyrrha had perished during the battle, and that the Dragon Grimm was frozen on the school's tower. Determined to help, Ruby learns that the footprints of those available lead all the way to Haven in Mistral. Quite the journey for one huntress, but with Jaune, Nora and Ren the team formed and made their way towards Haven, determined to stop those who killed Pyrrha and prevent them from doing the same to other schools in the future.

And, unbeknownst to them, with Qrow following closely behind, their journey is sure to be an easier traveled one.

oOoOoOoOoOoOoOoOoOo

 **Weiss...**

Weiss was picked up by her father after the events. Things looked hot for Atlas, so she was brought home to be in her father's care. Through various conversations she overhears, she learns that Spider-Man's body was never found, but is presumed dead. Her father...seems quite pleased.

oOoOoOoOoOoOoOoOoOo

 **Blake...**

Blake...Blake ran off, without a trace. It is uncertain where she is running, only that she was seen heading for docks. Unbeknownst to her, a figure followed closely behind to make sure she was safe. She does not know that Peter's body is missing. She assumes he didn't make it.

oOoOoOoOoOoOoOoOoOo

 **Yang...**

Yang chose to stay home after the ordeal, the nightmares of losing her arm over and over again constantly getting to her. She still feels the pain in her arm...even though it is no longer there. Even though they tried to dance around the issue, Yang finally convinced her father to tell her what happened to Peter. It was Qrow who gave the details that he was presumed dead. She cries into her pillow every night.


	49. Epilogue Going Forward

**Epilogue**

Madame Web looked over the events that transpired she tried to hold everything together, **It never gets any easier.** she said to herself. **Do you see child. This is what you needed to see, so that you could be prepared.** Madame Web turned to her visitor a teary eyed and tired looking Ben Reilly.

"So what? You're trying to hurt me now? I just got out of my psychotic meltdowns and now you want me to mourn?" Ben said while wiping his tears.

"So what? We just go on as we normally do." another stepped from the shadows, Kaine, the other brother. "We don't need a Spider-Man anyways, there's the two of us."

"Screw you Kaine!" Ben yelled. He was quiet for some time like he was in deep throught, "Spider-Man isn't just some person. Anybody could have been him."

"What's your point Reilly?" Kaine asked, slightly annoyed.

"My point...assface, is that Spider-Man doesn't die...and I'll make sure of that."

"What? You gonna make a new suit and 'take over' while Parker is lying in a ditch six feet under in a different world."

Ben stopped, "Yeah...maybe I will."

The two left and again Madame Web was left on her own. **You may come out now.** A figure walked into Madame Webs realm with a slightly confused look, **I am Madame Web, and I require your assistance.**

oOoOoOoOoOoOoOoOoOo

Beacon has fallen. The heroes have lost. Right now, first responders are searching for bodies. Upon reaching the courtyards they saw the aftermath of the Spider-Man/Adam fight. Though blood splatters and pieces of cloth found, no body could be placed at the scene. "What do you take of it, sir?" a police officer asked a huntsman that was helping the first responders.

"We can't confirm he's dead...though if he is alive he's clinging to life." the huntsman replied, "We have more ground to cover, let's move."

Off in the distance a small woman dragged a body across a clearing into a small wooded area. She looked down at him and could see he wasn't breathing. The woman took a small needle and stabbed it into the man's lung and then quickly removed it. The resulting loss of pressure cause blood to spurt out from his lungs and he began to breath again. "Wha-" he asked. The lady held her fingers up to his lips to silence him. She then stepped closer into the light to reveal her face: Neopolitan. Neo shone a light on a man to get a better look at his face and saw the young, battered, face of Peter Parker.

Neo held up a picture between her fingers of Deadpool and tapped on it twice, she slid her fingers and a card came out from behind the picture. She handed it to the teen and tapped her head to ask him to remember. The card was the one Madame Web gave him shortly after starting his mission on Remnant, King Arthur. Peter looked up to Neo, breathing heavily, "This is gonna suck..."

 **-Peter Parker Will Return-**

 **To Be Continued In:**

 **Peter and Neo's Bogus Journey**

oOoOoOoOoOoOoOoOo

 **A/N: Going Forward**

 **My fucking God, 2 and a half years later and this shit is finished. What a crazy ride. I'm so glad for those of you that have been here since the begining, and to those who joined late but enjoyed it as well. I will make this sequel, I NEED to make this sequel, but a few things must happen first.**

 **1) Finish Fast Times. That goes for me and the people who read it.**

 **2) Start the Ben Reilly after story (You notice that interaction in the beginning? What do you think will happen from that. I mean, it will be answered in Fast Times, but that's beside the point.)**

 **3) Then start the story.**

 **Again, I'm so glad I could take you on this ride, if you didn't like the ending...I'm sorry, but this is what I've wanted since the beginning, like I said, the middle was the hard part the beginning and end were easy.**

 **As always, if you have questions PM me. Leave a review Favorite and be on the lookout for my next story.**

 **P.S. read Fast Times at Yokai High, it's about Ben Reilly and I think some of you guys would really enjoy his character.**


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